Frieza in Equestria (Rewritten)
by zeus the king of gods777
Summary: A revised version of my previous work "Frieza in Equestria."
1. Chapter 1

Frieza in Equestria! (Rewritten)

Author's note! Quite some time ago, I made a fanfic about this, but I was a much younger writer at the time and less experienced and less serious. The previous version of this story was Frieza physically escaping Hell, but that was DBZ filler and the actual Hell is a bit different and nearly impossible to escape alone, as there are Hell's specifically designed for said person. I lack the creativity to come up with a really good way for Frieza to actually enter the MLP dimension so expect an asspull for him to get there, but hey, this is just for fun like any other fanfic.

I hope you enjoy this revised version of "Frieza in Equestria!" PS. Alternative universe scenario so there are big differences than what happened in Super and ROF. This is a continuation to the ending of ROF, only Frieza doesn't die, but is beaten via blasted into deep space by Goku's Kamehameha before he could destroy the Earth.

 **Chapter 1. Evil is granted another chance...**

"Get ready Frieza, cause this time you're going down!" Goku said. "You were just granted a new life and I'd hate for you to have to lose it!" "I don't understand why you call Sayains by such mindless names. The only thing it does is reveal your own fear and ignorance. I guess name calling is your only attack , because your to weak to challenge me any other way."

Goku's words echoed in Frieza's mind as he stayed in his coma, floating through the vacuum of space half dead. Forced to have to bear the memories of his failures. Occasionally the mental trauma would be too much, and Frieza would actually awaken from the coma, but the injuries would only slip him right back into the coma.

Far far away from any planets or forms of life within the cosmos, strange events occasionally happen in space. Events that not even the smartest people can accurately explain what's exactly happening. Well this time, a big event was taking place. A massive star had previously been destroyed by an unknown force, and it quickly became a black hole tear in space like force. If not for Frieza's species being able to survive even the most deadliest of injuries and being able to breathe in space, he would have been a goner, but after all, he is one of the most powerful entities in the known universe.

As Frieza was slowly getting sucked into this massive abyss, he said weakly to himself...

"I just need a brand new start. Yes... that's all I need. A fresh new beginning, and I promise to myself, I won't lose what I gain...

Frieza was then completely engulfed by what appeared to be a black hole like force, but just as quickly as it had appeared, it disappeared. Still in his coma, he felt somehow different. Something was off, but he couldn't put his finger on it. The nightmares he was experiencing seemed like it was finally coming to a halt. Soon after, the icy entity known as Frieza awoke.

"Ugh... what the?" Frieza said to himself. "Where... where am I? I feel... different."

Frieza then looked around and realized that it wasn't just himself feeling different. It was EVERYTHING that was different. He was still in space, but everything was much different than he had ever realized. Reality as he knew was now vastly different than before.

"Wha... what happened? All I could remember is my fight with Goku and Vegeta and then floating through space and then... wait. Am I... but how can that... is that even..."

Frieza then realized the ultimate realization that he was no longer apart of Universe 7 or any of the 12 universes at all. He was somewhere else completely foreign to anything he had ever felt. Not only was he in a separate universe, he was in a completely different plane of existence. Another dimension if you will.

"How did I... wow!" Frieza exclaimed. There were no words he can say that can describe how utterly surprised he was. A few hours passed as Frieza floated through this new reality, with numerous thoughts running through his icy mind.

"I've clearly somehow been given another chance to place myself as the rightful ruler of the universe. I don't exactly know where I am, but I'm sure this place likely has planets with intelligent life."

Frieza then made an evil smile. "And where there's intelligent life, that's where I do the rest. Hehe. It will be a bit frustrating having to do literally everything on my own,but I'll manage."

More thoughts went through Frieza's mind.

"I do need to be cautious though. This after all is a completely different universe. For all I know, there could be beings here who's power rival even mine! I must also be very far away from any life at all as I cannot sense any energy. If that's even possible in this dimension."

Frieza wasted no more time and began searching the cosmos with incredibly speed!

"Hmmm... I can't sense life on that planet. Probably just basic bacteria still undergoing evolution."

Frieza continued.

"No intelligent life on this one. But an interesting view. It's rare I ever get to see a water world."

Frieza continued but continued to find very little until...

"Wait! I... what kind of energy am I feeling? It feels like chi... but different. It's coming from THAT direction! It's.. there's a planet there! There HAS to be sentient life over there! Oh how delightful! It's time for it all to begin! A new era has begun!"

In Equestria...

After the fall of the evil centaur known as Tirek at the hands of the Mane Six, Equestria rightfully earned a great deal of peace and harmony. Even the spirit of chaos known as Discord was being well behaved (sort of). With everypony simply living their lives and embracing the peace, everything for the most part was fine.

But sadly, no peace is everlasting. Although Frieza was far from Equestria, it was enough to disrupt the sleep of the one known as Princess Celestia.

"Gasps! Huh? Wha? Did something...? What in the world was that?"

"Are you alright your majesty?" asked one of the royal guards.

Celestia didn't answer, still puzzled by what she felt.

"Princess? Are you okay?"

"Uhh Oh I'm sorry! Yes I believe so. I thought... I thought I felt something."

"You want us to get you some water or apple cider?"

"No I'm quite fine. Thank you." Celestia said, but still unable to shake the uneasy feeling of whatever force she felt.

Princess Celestia however wasn't the only one who felt this potential disturbance. Princess Luna, Princess Candance, and Princess Twilight had also felt this. However just like Celestia, they brushed it off and went back to sleep.

At Beerus's homeworld...

"My lord, you have GOT to learn to control your temper better." Whis said. "You blew up another star. Luckily that solar system wasn't populated with any life and had very few planets."

"HEY IT'S YOUR FAULT! YOU STOLE MY LAST CHOCOLATE CHIP COOKIE!" Beerus barked back.

"We each had 4 cookies. You had your 4 and I had mine!" Whis said.

"Liar! You took 5!" Beerus said in denial.

"Here we go again." Whis said.

"Well it doesn't matter anyway and even if it did, so what? I'm a destroyer god, and you yourself just said that no one was hurt. Anyways I'm off to take a quick two month nap. If you plan on going back to Earth for more delicacies, be sure to tag me along with you, or at least bring as much as you can back."

"Hmpf, I'll think about it." Whis said still slightly annoyed.

In Equestria...

Morning finally came as Celestia rose the sun...

In space...

"Just a few more hours until... HUH?!" Frieza went. Did... did that star just get... hmmmmm, I perhaps shouldn't be too surprised. This is after all a different universe. The laws of physics appear to be much different compared to my dimension. But something felt off about that star. It felt like something... or someone was influencing it. Almost like psychokinesis. How very odd. Now I'm even more interested to see what wonders await me to this planet."

...with once again the princesses feeling another dose of uneasiness, but once more didn't think much of it. However one party seemed to also feel something, but not in the way the princesses were.

"OHMYGOSH OHMYGOSH OMYGOSH!" Pinkie Pie shouted as she ran through her house. "Something crazy is gonna happen! My Pinkie senses are tingling! TWITCHY TWITCHY TWITCHY TWITCH!" Pinkie Pie said as her tail poofed up and went in random directions.

It was not long before every member of the Mane Six begin to feel a bit of uneasiness. Rainbow Dash nearly crashed into a tree feeling this 'presence'. Fluttershy found it hard to actually leave her house. Applejack went without eating breakfast because she 'just wasn't feeling all that well.' Rarity woke up late in a cold sweat, and although not a member of the Mane Six, Discord himself felt something odd. It only became a matter of time before somepony brought it up...

In Ponyville, Rainbow Dash and Applejack were locked in an intense battle of hoofwrestling, but both could tell that neither were giving it their all like normally.

"Are you... even trying?" Rainbow Dash asked.

"I can ask you the same question." Applejack responded. "Come on, give me something to work with!"

"I don't know Applejack, I just haven't been feeling like myself today. I keep feeling something in my belly."

"Well to be honest with you, I feel sorta the same way. I can't put my hoof on it but something feels funny."

Back in space...

"I estimate it will take another couple of hours before I arrive at this planet. I know for a fact that there is certainly a higher form of energy to this world. I could arrive there in mere moments if I transform, but I'll save energy. After all I prefer to take enjoyable things slowly. Oh this is getting exciting!"

Suddenly Rainbow Dash felt even more of a disturbance, as if something was gradually getting closer, which resulted in her putting less effort in the hoof wrestling match and...

"BAM!" YES! I WON! Better give it your a game next time Dashy!" Applejack said.

"No fair! I got distracted! And don't act like you weren't feeling what I was feeling to!"

" But I still won." Applejack said with a slightly arrogant smile.

"Yeah yeah yeah, whatever. Something's not right."

"I feel something to but it could be nothing. Everything looks like it's get darn good shape to me. Probably just our nerves that's all."

"I hope you're right Applejack." Rainbow Dash said. "I hope you're right."


	2. Evil arrives!

**Chapter 2. Evil arrives!**

"Just 2 and a half hours left before I reach this planet!" Frieza said. "With energy like this, this will hands down be worth the long flight!"

At Fluttershy's home...

"Hey! No cheating!" Fluttershy yelled at Discord.

"Oh whatever do you mean?" Discord said with a fake innocent smile. "I haven't done anything!

Fluttershy looked at Discord with a "Really" look.

"Put my queen back where it was you big goofball."

"I'd rather play chess in a more exciting manner... like this!" Discord said. He then materialized a giant chess set with the pieces being alive fighting each other!

"Ohh come on... Discord, if you want to play something else, just say so!" Fluttershy said.

"Oh my well I'm actually quite enjoying this little show! HAHAHAHA!"

"You're a riot Discord." Fluttershy said scarcastically.

"KNOCK KNOCK!"

"Coming!" Fluttershy said.

Fluttershy opened the door to find Rarity.

"Oh hello Rarity." Fluttershy said.

"Good afternoon Fluttershy." Rarity responded. "Uhhh.. is this a good time?"

"Sure."

"I'm not entirely sure if everypony else is concerned but for some strange reason, I've been feeling something terrible."

"Are you sick?" Fluttershy asked.

"No I'm fine, it's just... I get the feeling that something awful is about to happen. It's been like this since last night. My morning was an absolute wreck."

"Ohhh." Fluttershy responded. "To be honest, I haven't been wanting to go outside for some reason. I feel something to, and it's not just me. It's the animals to! Angel has been acting very odd the entire day!"

Discord then dematerialized the giant chess set/pieces.

"I don't feel anything strange in particular. Well except for utter boredom. Hehehe...

Discord then materialized a horrible looking dress onto Rarity.

"Wha? AHHHHHHH!" Rarity screamed. "Get these cheap discipable rags off me this instant!"

"Oh don't be ridiculous! You look terrific in them! HAHAHAHA!"

"Discord..." Fluttershy said slightly aggressively.

"Oh you're both no fun." Discord said as he dematerialized the awful dress.

"Right so what I was saying before I was so rudly interrupted, it feels like... like someone very bad is coming. Almost like I can feel a... a... presence?"

"That's what I felt to!" Fluttershy.

"In all seriousness, I don't feel anything strange or a 'presence' how you put it." Discord said. "But I must admit, I feel some sort of 'pressure', like if something is weighing down the air, but I have no idea what it is, and I can't care less! I'm sure it's nothing really. Anyways is that what you came down here about?"

"Now don't be rude Discord." Fluttershy said. "After all she's not the only one feeling strange, and I've been inside all day with you. Hmmm... are you pulling another cruel joke?"

"As much fun as that sounds... errr I mean no no no, why would I do that?"

"Are you sure?" Rarity asked. "You're not playing games with our minds are you? Because that would be rather rude."

"Oh here we go again with the rude accusations!" Discord said as he teleported right next to Rarity. "And here I thought we were all friends. No I'm not up to anything yet... *coughs* I mean nothing."

"Whatever." Rarity said.

In Ponyville at the Castle of Friendship...

"Spike! Come and get it!" Princess Twilight said having gathered gems for Spike for lunch.

"Oh... thanks Twilight." Spike said in a not so positive way. "But I'm not all that hungry, I'm not feeling... well".

"Are you sick? What's wrong Spike?" Princess Twilight said with concern.

"I... I... I don't know." Spike said. "I feel something horrible in my stomach, but not in a way where I'm going to puke or something, but like... sighs."

"What do you feel Spike? A tummyache?" Princess Twilight asked.

"You know how you get butterflies in your stomach? Only it feels a 1000 times worse! Like something MASSIVE is about to go down!"

Princess Twilight then paused with a very concerned face.

"So it wasn't just me that felt that way last night!" She thought to herself. "Something just felt off, like a strange disturbance."

"Did it feel like something... foreign?" Princess Twilight asked.

"Yes!" Spike said. "Very foreign actually. It's like I can feel something but I have no idea what it is."

"Well I do remember reading that animals have an acute '6th sense'." Princess Twilight said. "Dragons are no exception, and obviously ponies hehe."

"I know that and that's what I thought at first, but I really really really feel like something isn't right. It's unreal!"

In space...

"30 minutes left..." Frieza said to himself. "Hehehehe... HAHAHAHAHAHA! Oh it's been so long since I've had the pleasure of ruling a planet all on my own! But I still need to be cautious. The physic of this dimension are already pretty strange. Whatever energy I'm sensing can potentially pose a threat. Hmmm... let me test something. I wonder if my abilities would even work in this universe."

Frieza then slightly powered up...

In Equestria...

"AUUGGGHGHH!" Both Spike and Twilight went.

"GASPS!" Fluttershy and Discord said.

"WHOA!" Luna and Celestia said.

"WHAT THE HAY WAS THAT?" Applejack said.

"OH MY!" Rarity said.

"PINKIE SENSES OFF THE WALL NOW!" Pinkie Pie screamed out as she twitched mindlessly!

"WHAT THE?" Rainbow Dash said as she crashed into another tree!

"Ok I KNOW everypony felt that one!" Spike said.

"Now now now Angel, be calm be calm... This is no time to panic..." Fluttershy said barely able to contain her fear as she tried to reassure her pet.

"Whatever that was, it felt like something out of the ordinary! It felt chaotic almost... or greater actually. It's abnormal!" Discord said with legit concern.

"Could you maybe find out what it is?" Fluttershy asked.

"Normally I would but whatever that thing is, it feels very...different." Discord responded.

"Gasps! Oh no..." Fluttershy said.

A massive stampede consisting of a variety of different animals en masse began to run amok all over Equestria. Numerous birds, dragons, bears, deer, and even Manticorns ran almost as if they were in fear of their lives!

"It's official." Princess Celestia said. "Something big is about to happen."

Back in Space...

"Well it seems that I'm still able to gather energy normally. I was thinking about transforming but there's really no need to. Hehehe."

In Equestria, it became very apparent that something was wrong. The princesses (including Twilight) and the Mane Six got together (via teleportation) gathering at Fluttershy's house.

"I'm telling everypony! I have nothing to do with whatever's happening!" Discord shouted.

"You mean like how you weren't responsible for the plunderseed incident?" Celestia asked.

"That was the old me!" Discord said.

"I'm not buying it!" Rainbow Dash said.

"We know you're up to something you big liar!" Pinkie Pie said.

"The old you my flank!" Applejack said. "Thanks to you, Tirek almost destroyed Equestria when you backstabbed us!"

"Well I... Oh pooh!" Discors said having not much of a response to that.

"Look everypony!" Fluttershy said. "Discord just like all of us also admitted to feeling whatever this thing is. He said... uh... weighing down the air?"

"Like a massive amount of pressure. It got way bigger a moment ago to!" Discord said.

"Discord admit whatever it is you're up to!" Rarity said.

"Unless you wouldn't mind being a statue again." Princess Luna threatened. "Are you sure that you still don't have any leftover surprises from your so called old you?"

"Uhhhh... I can't say I do." Discord said nervously.

"Oh come on, don't you all think you're being too hard on him?" Fluttershy said.

"I know you're his friend Fluttershy but we don't completely trust him." Princess Candance said. "He's had a history of misdeeds and even though he's supposedly changed..."

"He's still very unpredictable." Princess Celestia finished. "For now I'll accept what you're saying as truth but so help me, if something horrible happens and it's all your fault, you're... GASPS!"

Before Celestia could even finish her sentence, her along with everypony (Discord included) felt a massive surge of fear.

"What in Equestria was that feeling?" Princess Candance asked.

"I... I... I have no idea." Princess Luna responded.

"Well whatever it was, I think everypony here except Fluttershy owes me an apology!" Discord said with an arrogant smile. But everypony simply looked at him with a mean look making him feel nervous.

"Oh come on! After whatever that was, you all KNOW it's not me! I didn't do anything!"

"Oh fine. We're sorry Discord." Rarity said.

"But it doesn't change much." Applejack. "I still don't entirely trust you. If it all to be honest with ye."

"Sighs." Discord went.

Back in space, Frieza was now above the planet known as Equestria.

"Hmmm. This planet greatly resembles Earth. Is it possible that humans also exist in this dimension? If so, that's tolerable. Though they're nothing like the previous species I've used, their high intelligence can make them very valuable."

Frieza then took some time to really 'soak in' the situation. Pure luck had somehow preserved his existence. It was now time to take back what was his. To fullfill his destiny. To set himself as the rightful ruler of the universe. It all begins here.

"Here I come." Frieza said to himself, and the evil alien slowly descended onto Equestria.

Within seconds, everypony all over Equestria nearly stopped all activities feeling a very powerful presence. The animals cowered, hid, and snarled as they can sense the overbearing evil presence emitting from Frieza's aura. The bright sun that showered all over Equestria seemed like it was being replaced by dark clouds and terror.

"Hehehehe." Frieza laughed. "Oh I just love a dramatic entrance. Oh I can't wait for... HUH?"

Frieza as he descended began to notice the inhabitants of Equestria. He quickly noticed what appeared to be small horses ranging from many different looks. Some had horns on their heads, others had wings, and the others looked normal.

"What the?" Frieza said. "Don't tell me..."

Frieza quickly flew into a random direction and began to see that a good majority of the planet was ran by no more than...

"PONIES?!" Frieza thought to himself. "I CAME ALL THIS WAY TO GET TO A PLANET RAN BY PONIES?!

Frieza finally descended onto the ground (ending up in Dodge Junction) with a massive crowd of ponies looking completely surprised at what they had just witnessed.

"RRRRGGGGH!" Frieza growled. "Sighs. I suppose I have to start somewhere. After all I've dominated planets with even stranger lifeforms. If I remember correctly, planet Quis was ruled by sentient rats."

"Uhhhh... welcome to... our world?" A random pony said nervously. "Are... are you an alien or something?"

Frieza did not respond. Only observing as the crowd of ponies looked and talked.

"These creatures as expected are utterly pathetic physically, but I'm sensing something else. It's not chi, but something different. I also sense something higher from multiple individuals, but it's not anywher near here. Hmmm".

"Greetings." Frieza said as everypony suddenly got quiet. "I'm just a... 'visitor' stopping by. I couldn't help but notice a strange energy emitting from your planet."

"Strange energy emitting what?" A random unicorn pony said. "We have no clue what you're talking about."

"Sighs." Frieza went. "Since I'm in a good mood, I'll ask again nicely. I noticed that this planet has a strange energy..."

"We heard you the first time!" A randomy Earth pony said. "We don't know what the hay..."

Before the pony could finish her sentence, a purple beam went straight through her chest and she fell to the ground lifeless.

"First lesson you weaklings. NO ONE talks to me like that!" Frieza said.

"RUNN!" A random pony said, causing the entire crowd to disperse in utter panic.

"Hehehehe." Frieza laughed to himself. "Oh look a stampeede. Maybe someone else on this weird planet can give me the answers I need."

Frieza looked sadistically as the ponies fled in absolute terror and said...

"Oh it's been so long since I've gotten to do this! Before I start gathering answers... it's time for a little bloodbath, target practice edition!"


	3. Yes I'm Hostile!

**Chapter 3. Yes I'm hostile...**

 **As the evil alien known as Frieza shot down numerous citizens in Dodge Junction with death beams...**

"OH MY GOODNESS!" Princess Candance said. "Whatever we're feeling... it's... it's here! Right now! It's arrived!"

"I... I feel it to!" Princess Luna said. "But where could it be?"

"Well now that the danger has presented itself, I could perhaps shed some light on that! Let's see what we've got here..." Discord said. He then opened up a hole showing Dodge Junction experiencing mass panic, and was immediately taken back by this.

"GASPS!" Went everypony as they saw the insanity. A unicorn could be seen blasting what appeared to be a semi arcane blast to a force not seen on Discord's projection. The unicorn within seconds screamed in shock as a purple beam went straight through her head and went through another pony's flank killing her, and badly wounding the other.

"WHAT THE HAY IS GOING ON?" Applejack screamed out.

"AHHHHH...AHHHHHHHH!" Screamed Pinkie Pie in utter horror at the sight as more and more ponies were shot down.

"I... I can't look at anymore of this!" Discord said barely able to keep his composure, and he undid the projection.

"WHAT IN THE WORLD IS GOING ON?" Rarity screamed.

"NOW'S NOT THE TIME TO SPECULATE! I KNOW IS THAT WE NEED TO GET THERE IMMEDIATELY!" Twilight shouted. "QUICKLY WE NEED TO GATHER THE ELEMENTS OF HARMONY! I GET A FEELING WE'RE DEFINITELY GOING TO NEED THEM!"

"Agreed" said Princess Celestia in a very disturbed tone.

A critically injured pony laid in front of Frieza writhing in pain, while many were still struggling to get away.

"Wh...wh...why?" The pony said weakily. "Why... are... you... doing this?"

"I actually thought about holding off on some fun until later, but I couldn't help it! You all look so adorable that I can just CRUSH YOU! In a way, you creatures remind me of those disgusting creatures in Hell! Anyways you should be happy that I even gave you all a chance. Normally I'd have my men just come in and shoot first and ask questions NEVER!"

The injured pony had absolutely no idea what Frieza was talking about, but had enough sense to know that this alien had a history of extreme violence.

"You look like you're in a lot of pain, so I'll dispose of you to make you feel better, how bout it?"

Suddenly a little filly ran towards the injured pony in tears!

"Dad! No! You're hurt! Please dad get up!"

"Run Cherry." The pony said. "Get as far away from here as you can before this dirtbag..."

Before the pony can finish, Frieza shot him in the skull with a death beam causing instant death!

"I don't appreciate being name called." Frieza said with a sadistic smile.

"AHHHH...AHHHH...AHHHH!" The little filly went completely paralyzed with fear and shock!

"Oh did I just kill your father?" Frieza said. "Would you like to rejoice with him? Because right now you're about to earn a free ticket to the end of your life!"

"I...I HATE YOU!" Cherry screamed. "YOU TOOK MY DADDY AWAY FROM ME!" And the little filly charged Frieza and crashd into his left leg, but only served to hurt head in the process.

Frieza then picked up the little filly by the head and said...

"I'll take that as a yes kid..."

"STOP RIGHT THERE!" Said many voices in unison!

Frieza then turned around to see the Mane Six, the princesses, and Discord.

Before the entire group could entirely process their new enemy, the sight of the half destroyed town was incredibly too much take in. Nearly bringing even Discord to vomiting while almost everypony else was too shocked to even comment.

"THAT THING... IT... IT... MURDERED HUNDREDS OF INNOCENT PONIES!" Fluttershy shouted.

"Well... I wouldn't call them inoccent." Frieza said. "I did give them a chance, but I got a bit carried away. After all I love target practice. And right now, it looks like I have no more target..."

Frieza looked at the filly he held in his hand, and calmly began twisting her neck slowly.

"HEY LET ME GO! WHAT ARE YOU DOING... AUUGHHHH! IT HURTS! YOU'RE HURTING ME! SOMEPONY HELP! PLEASE STO.."

Before the little filly could finish her plea, Frieza had successfully snapped her neck, killing her instantly, leaving the Mane Six and the princesses even more shocked at the horrible sight!

"YOU SICK DEMENTED FREAK!" Said surprisingly enough DISCORD!" The chaotic spirit then used his magic to grab Frieza with magical binds, generating an electric shock... which proved useless, as Frieza effortlessly removed them by flexing his muscles.

"You're a strange looking creature." Frieza said as he looked at Discord.

"WHAT THE? HOW DID YOU MANAGE TO ESCAPE THAT?" Discord screamed out. Discord then materialized a cage over Frieza to trap him, but Frieza sighed and effortlessly bent the bars and walked out. Discord then tried to erase Frieza by using his higher magical abilities, but no effect was taking place!

"Hmmmm... It appears this energy can be used to manipulate matter." Frieza thought to himself. "Oh the possibilities of this planet is limitless! What took weeks to months to build whatever was desired can simply be made in a blink of en eye! This planet's magic likely has the potential to surpass even the Dragon Balls in my realm. Yes... I've made up my mind completely! This planet is MINE!"

Discord grew fustrated, and called more of his higher magic and attempted to turn Frieza into dust, but only managing to to convert the surrounding area into dust with Frieza completely unharmed!

"You're going to have to do better than use cheap tricks like that, hehehehehe." Frieza said.

"... HOW IS THAT POSSIBLE?" Discord said in fear. "Just who IS this guy? WHAT IS this guy? I can't sense any magic from this individual!"

"Hmmm... I get the feeling... that this group may have the answers I'm looking for.

"Before you get carried away with anymore irrational suicidal decisions, I'm simply here to discover the energy I was sensing. And oddly enough...you there!" Frieza pointed at Discord.

"You my friend seem to be one of the factors in whatever it is I'm sensing. Tell me... what's the source to all of this power?"

"ARE YOU BUCKING KIDDING US?!" Applejack screamed. "YOU JUST KILLED NEARLY HALF OF THIS WHOLE TOWN, AND YOU HAVE THE RIGHT ASK US FOR MAGIC?! WHY I OUTTA...!"

"Keep your anger at bay Applejack!" Princess Luna said. "Whoever this guy is, he means business, and he's already proven powerful enough to be able to escape Discord's magic. Patience my subject."

"Rrrgh..." Applejack growled.

"WHAT DO YOU WANT FROM US?!" Princess Twilight screamed out. "WHY ARE YOU ATTACKING THIS TOWN!?"

"The better question would be who the hay are you?" Princess Celestia asked.

"Why does every lower life form always have to demand an introduction?" Frieza asked with his head down. "Well I suppose I can tell you since I've already decided that this is the planet I will be starting for universal conquest. My name is Frieza. I am not from this dimension!"

"HUH?!" Went everypony in unison.

"That's right. I don't come from this plane of existence. It was through pure luck that I ended up here in the first place. Talk about bad luck for your planet though, but in time, you will all soon appreciate when I make decent use of your energy."

"WHAT DO YOU MEAN ENERGY? WHAT IS IT YOU WANT SO MUCH?" Princess Candance said as her horn lit up.

"I believe THAT'S what I want." Frieza said pointing at Princess Candance's glowing horn. "It's quite a beautiful energy. Although it pales in comparison with mine, I can very quickly put that into use for my ultimate goal!"

"YOU CAME TO EQUESTRIA LOOKING FOR MAGIC?" Princess Twilight shouted. "Ok I'll give you magic alright...

Princess Twilight's horn began to glow and glow, preparing a mighty arcane blast.

The angry purple Alicorn blasted it at Frieza creating a small explosion.

The smoke cleared showing Frieza... completely unharmed... with an evil smile.

"That hit him head on full force!" Rainbow Dash shouted. "There's not even a scratch on him!"

"Hehehehe!" Frieza laughed. "Normally I'd probably kill you for even landing a finger on me, but now is time for a serious conversation! If I were any of you, I'd stop the resistance while you still can. Two of you already got in your hits with absolutely no effect."

"DON'T YOU DARE TELL US WHAT TO..."

"Shhhh Rainbow Dash." Fluttershy said. "We don't know what this alien is fully capable of!"

"Don't hush me!" Rainbow Dash said angrily. "Look at what that monster did!"

"If you've come for our magic, you'll have to get by us!" Princess Celestia said. " As princesses of Equestria, it is our duties to look after our subjects and the people of Equestria!"

"Yeah you tell em Princess Celestia!" Rainbow Dash screamed.

"We WILL NOT ALLOW THIS TO GO ON ANY LONGER! TWILIGHT, CANDANCE, AND LUNA, PREPARE FOR..."

Frieza laughed, and simply raised his hand. A small purple ball the size of a dime headed straight for a nearby mountain. In seconds, the entire mountain collasped with a deafening roar and dragons screaming and flying away in fear.

Celestia looked in horror as she realized that not only was the mountain destroyed, but the following mountains and other nearby mountains had been obliterated! The force of the destruction caused even Cloudsvale to shake violently. This was more than enough to cause the Alicorns, the Mane Six, and Discord to cower in utter fear and awe.

"I'm not even getting serious yet." Frieza said with an evil grin.

"GULPS!" The group did in unison.

"Now you worthless maggots. Listen closely. This planet is now under my control. You can say that I hereby STRIP you princesses of your royalty. However with the exception of those 5 useless ponies behind you, the four of you winged horses and the other strange creature seem to be a major source of this planet's energy I was sensing. You all appear to have the most magic out of everyone on this retched planet. Back in my dimension, I originally wanted to make great use out of what we call the Dragon Balls with the use of the Nameks. But the power here... oh I can see it now! To continue the only reason I'm allowing you all to live, is because I know that the 5 of you can make an excellent crew. Normally I'd have an army to do everything for me, but after coming from a completely different dimension, you have to learn to start over. Even if it means taking a planet completely ruled by disgusting ponies! Anyways do you all comply, or do I have to destroy you all where you stand?"

"Well I've always had a hard time listening and complying , especially to those I utterly DESPISE! NOW BEGONE YOU TRASH!" Discord said with a very angry face, and he materialized an active volcano underneath Frieza.

"WHAT? NO WAY!" Frieza said as he fell through the mouth of the volcano! Discord then teleported the Mane Six and the Princesses out of the way as they all saw the volcano violently erupt molten hot lava into the sky!

"Wow Discord!" Fluttershy said. "I've never seen you that mad before!"

"Everypony knows I'm not innocent!" Discord said. "But no matter what, I would NEVER stoop down to killing anypony. I've maimed and on a few occasions, even tortured some ponies, but never once did I ever kill! Even the spirit of chaos has his limits!"

"OH YES! WAY TO GO DISCORD!" Rainbow Dash said as she quickly hugged the spirit.

"ALL THE BAD STUFF I EVER SAID ABOUT YOU, I TAKE IT BACK AND I PUT THAT ON MY GRANNY!" Applejack said as she to jumped into the hug.

"YOU'RE THE GREATEST!" Princess Twilight said. But the victorious happiness quickly faded away. "Still... look at what happened here."

"I haven't seen horrible actions since... well ever really." Celestia said.

"Discord... I think you may have just made a fatal error..." Princess Luna said as she looked into the air.

"IM...IMPOSSIBLE!" Discord screamed. "HOW CAN ANYPONY POSSIBLY SURVIVE THAT?!"

Frieza could be seen high in the sky with a forcefield over his body.

"Fools. It's always the same thing. You give lower life forms a chance of greatness and they spit at you. Oh well, I guess it's less trouble to worry about."

"EVERYPONY!" Princess Twilight shouted. "ASSEMBLE! WE'RE GOING TO HAVE TO USE THE ELEMENTS OF HARMONY!"

"The elements of what?" Frieza said confused as he looked at the gems. "Hmmm should I let them prepare for whatever attack their planning? It's funny watching worms like them think of a way to stop me... on the other hand, I allowed that monkey Goku to gather enough time for him to hit me with that spirit bomb AND to become a super sayain!"

"Ready everypony?!" Princess Twilight yelled.

"I can't take any chances." Frieza said to himself. "After all this is a different dimension. Whatever they're up to can potentially be lethal."

"READY!" The Mane Six said in unison!

"YOU'RE READY FOR NOTHING YOU FILTHY ANIMALS!" Frieza said. The evil alien then used his psychokinesis to snatch the elements of harmony out of the Mane Six's grasp!

"What?!" Rarity said. "GIVE THOSE BACK RIGHT NOW!"

"WHY DID THEY HAVE TO USE SUCH AN OVERPOWERED VILLAIN FOR THIS EPISODE?!" Pinkie Pie shouted!

Discord looked at Pinkie Pie with a confused look.

"What do you mean episode?" He asked.

"HAHAHAHAHAHA!" Frieza laughed. "These looked important so I decided to take them!"

"Unhand the elements of harmony this instant!" Princess Celestia screamed.

Frieza laughed and said...

"I'll give them back momentarily. Or at least the remnants of them!"

"Huh?" The group said in unison.

Frieza then used his psychokenesis to OBLITERATE the gems, and watched as the ash floated into the air.

"OH SWEET CELESTIA!" Applejack screamed out.

"He... did he just..." Rarity said.

"Destroyed the elements of harmony?" Princess Twilight said utterly shocked.

"I'm going to figure out how to utilize the magic on this planet one way or another." Frieza said. "And judging by the looks on your faces, whatever those useless gems were, were obviously your trump card! You all have NO CHANCE of stopping me now!"

"I'm afraid we're going to have to live to fight another day everypony!" Princess Candance said.

"Quick everypony, I'll get us all to safety while we think of a way to beat this alien!" Princess Twilight said.

"NO WAIT TWILIGHT! HE'S GOING TO..." Princess Celestia said

Frieza then formed another ball of energy in his hand.

"And quite frankly, I'm sick of being nice. If none of you plan on assisting me, prepare to be reduced to nothing but dust along with this entire city!"

Frieza then tossed the energy ball at entire group, but before the deadly blast could connect, they Mane Six, Discord, and the princesse had vanished from sight!

Frieza however meant what he had said, as the entire town known as Dodge Junction had become obliterated with no survivors.

"Hehehehe." Frieza laughed, but to his surprise...

"Huh? Hmmm... It seems they managed to escape... for now. Ist seems that they also know Instant Transmission or a variation of it at least. Oh well it doesn't matter anyway. I've already shown them they have no chance and I ruined their trump card! Now's the time to find out how can I utilize the magic on this planet."

Frieza flew in the air thinking to himself.

"Aside from those idiots that got away, it appears that one of the breeds of ponies on this planet is capable of using magic. The rest of them are completely useless, but if I can just find a way to incorperate that power into myself, I could become more of a god than what I am now!"

Frieza continued thinking.

"Those unicorns back there... they were so physically weak. Even a low class soldier would make quick work of those animals, but with their magic, that pushes them to levels higher than what can possibly be imagined! It was those two, the dark unicorn and the white unicorn that were influencing the moon and sun! I KNEW I had recognized that strange energy earlier in space!"

"Frieza continued to ponder.

"That's... just with a weaker species. Imagine the power I can possess if I can harness that kind of power! But how is the question. Can their magic be learned? Is it a biological privellege? Well whatever it is, I can tell that if I play my cards correctly, I should be able to dominate this dimension within mere weeks! But aside from that idiotic group of animals, I felt another high energy. I think it's the perfect time to check it out..."

Frieza shortly found himself in the city Cloudsdale, with nearly everypony looking at the icy alien in utter fear.

"Wha... what are you?" Asked a random pony.

"But first, let's have a little more fun shall we?!" Frieza said with an evil grin.


	4. Magic vs Chi!

**Chapter 4. Magic vs Chi!**

"I... I just don't understand how all of this is possible!" Princess Twilight said. "Frieza DESTROYED the elements of harmony! HOW CAN WE STOP SOMEPONY LIKE THAT? AND ALL OF THOSE PONIES... WE... WE JUST COULDN'T SAVE THEM..."

"Don't be so hard on yourself." Princess Luna said. "Even if we knew this great threat would arise, after witnessing the alien's power, there would be very little we could have done anyway. And something tells me that Frieza wasn't even taking our last encounter seriously."

"Sighs." Princess Twilight did as a few tears dropped from her eyes.

"WHY THE HAY ARE WE JUST SITTING HERE DOING ABSOLUTELY JACK?!" Applejack roared. "THAT THING'S GOING AROUND KILLING PONIES AND HERE WE ARE JUST... sighs."

"Applejack I understand what you're feeling. We all do. And yes ponies are getting slaughtered as we speak." Princess Candance said. "But if we attack Frieza now, we will all be killed! Then Equestria as we know it will fall under evil once more."

Applejack eyes were filled with tears.

"Yeah... I know." she said.

"Princess Celestia, didn't you cast a spell on the elements to protect them from things like that?" Discord asked.

"Yes... from you!" Princess Celestia responded. "I couldn't detect any magic in that creature at all! Yet somehow he was able to resist even your power."

"He did say he didn't originate from this dimension your majesty." Rarity said. "Could it be possible that magic may not work wherever he's from?"

"Ehhh...Not really..." Discord said. "In the past, my magic works just as well in other planes of existences just as it does in this one. In some dimensions, it could be harder to focus my magic but something's very odd about Frieza. I saw what was obviously energy, but I am not familiar with what it really is."

"I felt it to!" Rainbow Dash said. "It felt like some type of pressure!"

"I think... I may remember reading something about this many years ago." Princess Twilight said. "Wait... YES! It's in a book called 'Other Forces.' It was about different types of energies aside from magic!"

"I think I may have the answer to what Frieza was using." Princess Celestia said.

"You're not thinking what I'm thinking... are you? Because if so... how is that..." Princess Candance said in surprise.

"I'm afraid so." Princess Celestia said. "He's using Chi."

 **In Cloudsdale...**

"Heh it's sure been some time since I've had this much fun. Oh how I wish I could have done this to those pathetic wretched bastards in Hell! Too bad these creatures simply look too cute for their own good!" Frieza said to himself. "On another note, how in the world is this city able to float in midair?"

Suddenly, Frieza saw something unusual. Multiple thunderclouds were appearing, with several entities seemingly being the source of them. Flying at top speed and heading right towards the evil alien.. Those entities were none other than the...

"WONDER BOLTS! ATTACK!" Shouted Blaze. "HIT THAT THING WITH EVERYTHING YOU HAVE!"

Frieza chuckled to himself, which turned into full blown laughter.

"Oh give me a break! I haven't been here for even an hour and this is the best this planet has to offer for a challenge. Four pathetic princesses and their followers and whatever that other guy was, and now a bunch of flying horses deluded enough to think they can interefere with my plans!"

"SHUT UP AND TASTE DEFEAT!" Thunderlane screamed. And shortly, the Wonderbolts flew directly at the evil alien.

Frieza then grabbed a stray feather floating in the air. He then let the feather go, floating seconds from touching the surface below him.

To the panicking citizens of Cloudsdale, some could hear the terrifying noises combined with blood curdling screams...

"SPLACKKKKK!"

"SPLURK!"

"FWOOOOSH!"

"BWAAAAAAAAAAAAHGGGGG!"

"BLAAAAAAAM!"

"NO! NO! NOO...! SHWWWIIING!"

The feather that Frieza had allowed to nearly drop to the surface was then immediately caught in his left hand not even close to reaching the cloud. The feather immediately turned red as it soaked the blood of the fallen Wonderbolts...

"Not like it's any accomplishment but I think I've gotten a little faster. And I wasn't even using any energy." Frieza said.

"YOU'RE... YOU'RE PURE EVIL!" Said an onlooking citizen of Cloudsdale.

"Oh look another genius." Frieza said sarcastically. "I think I've had enough fun for now, as I have more important errands to run, but something about a city floating on a cloud just really vexes me for some odd reason..."

"WAIT WHAT?" A random pegasus said.

Frieza then floated higher and higher above the massive cloud. With an evil smirk, he released an energy ball the size of a mere speck of dust, and watched it fall onto the city of Cloudsdale.

Within seconds, the entire aireal city began to glow purple, and awful screams could be heard within. Some ponies tried to escape by flying away, but not close enough to escape the massive explosion, as the entire town became vaporized leaving no survivors!

"I've wasted enough time playing games with these animals. Now... where to find the other source of that magic..."

 **In Ponyville...**

"Chi?" Applejack asked. "What the hay is that?"

"It's called by many names." Princess Celestia said. "As you all know, Alicorns, unicorns, and spirits are capable of using magic, but there are other forces as well. However Chi is 'inner energy' or power if you will, and literally every living being contains chi within them. With enough mental and physical practice, one can learn how to manipulate their chi and use it to their will. And although very rare, there exists ponies that practice in the art of chi as an alternative to magic."

"But sister, that's one of the weakest forces in nature!" Princess Luna said. "Its potential PALES in comparison to that of magic! I have never seen a pony with chi do even a quarter of what magic can do!"

"That's what I was about to say!" Princess Twilight said. "At the very most, I read that it can be used to enhance your physical potential and in SOME cases be used to move small objects! But anypony with even a small knowledge of magic can do that easily!"

"I'm nowhere near as talented as Twilight and I can pick up a lot more than small rocks and break steel rods in half!" Rarity said.

"Don't be quick to make such accusations." Princess Celestia said. "While it's true that magic is normally superior to Chi, still keep in mind that Frieza comes from a different dimension. Wherever he originated from, it's quite clear that their Chi is on an entirely different level of power! And there's a lot more to Chi then what you all may think!"

Everypony silenced themselves as they listened to Princess Celestia.

"Yes it's true that Chi is a joke to magic NORMALLY, but I guess you can say that this is an example of quantity over quality, and by an EXTREME margin. Frieza has a level of Chi that surpasses even our best magic! While he isn't capable of using magc, his Chi is at a level where his body can actually defend itself quite well against even reality altering affects!"

"But that's supposed to be impossible!" Princess Luna said. "How can mere inner energy defend itself against magic? I don't care how much control anypony has over it! It's just not possible! There exists a few Earth ponies that are stronger than me physically, but if we were to ever engage in combat, they wouldn't stand a chance!"

"Sister you know just as well as I do that magic has its limits." Princess Celestia said. "This is... oddly one of them."

"I'm still real confused here." Applejack said. "Yer telling me that enough inner energy can make ya immune to magic?"

"Well uhh..." Princess Celestia was then caught off.

"Maybe I can explain a bit better." Discord said, as he poofed a big green chalk board.

"Magic as you all know is used to do the impossible! From materializing anything out of nowhere to bending the world around you itself! Magic is like a big...erm... a big hand! And the world is like... hmmmmm... I know...PLATO!"

Discord then materialzed a large amount of plato in front of Pinkie Pie. Pinkie Pie then molded it into numerous shapes as Discord continued.

"Observe! Plato can be molded into whatever you like depending on your skill and creativity. The possibilities are virtually limitless! However with Frieza, his 'Chi' is at a level of power where it's not like Plato at all!"

Discord then turned the plato into a diamond. Pinkie Pie continued to try to mold it, but with no effort.

"Hey!" Pinkie Pie said.

"As Celestia and Twilight put it, Chi can be used to enhance one's physical abilities like speed, strength, and even their body make up! With Frieza however, his Chi has reached a point where he actually transcends above 'plato' if that makes sense. His body just like this diamond can't be molded or influenced in the same way that plato can."

Discord then dematerialized the chalkboard and the diamond.

"So in other words..." Princess Candance said.

"The task outweighs the performer." Princess Twilight said.

Fluttershy then curled into a ball shivering from fear.

"This is just a sick nightmare! This is just a sick nightmare! This is just a sick nightmare..."

"This is too hard to take in!" Princess Luna said. "I've seen chi users before. I've seen them do all sorts of impressive feats, but it took them many years to reach such levels, which can easily be done with magic! How can such a basic force be above the mightiest force in Equestria?"

"Hmmm... I know!" Rainbow Dash said. "Can't we just use magic to make ourselves strong enough to beat that pile of ugly back into the stone age?!"

"That's a great idea!" Rarity said.

"Clever, but it won't work." Princess Twilight said. "I was barely able to fight Tirek even with the combined magic of all of us. It took the Chest of Harmony to finish him... wait... THAT'S IT! WE CAN USE THE CHEST OF HARMONY TO STOP FRIEZA!"

"Great thinking Twi!" Applejack said.

"It's definitely worth a try!" Princess Celestia said. "I must admit I do have my doubts, but all of you were able to easily defeat Tirek with them and restore everypony's stolen magic throughout all of Equestria!"

"Well does everypony else agree?" Rainbow Dash asked. Some ponies still had their doubts but couldn't come up with a better idea.

"Nooo? Then let's do this and wipe that monster off the face of Equestria!"

"Hmmm..." Frieza thought to himself as he flew. "One of the many magical energies I detected didn't feel... alive. It's almost as if it's some type of force with a lot of power emitting from it."

Frieza unconsciously flew towards the direction of the energy being sensed, and saw that he was above an unknown forest (Everfree Forest).

"Hahahahahaha! Oh it's been so long since I've single handedly conquered an entire world. I just can't help but to savor all of this!"

Frieza then descended into the forest.

"And a good way to savor a good day is a lovely walk in such a lovely forest."

However within three minutes, an unexpected creature appeared in Frieza's sight. The creature had the body of a small dragon and the head of a chicken.

"What the?" Frieza said. "What is that thing? Some weird genetic freak of nature?"

But what Frieza didn't know that this was no genetic mutation. This was a legendary creature known as a Cockatrice!

The Cockatrice out of curiosity and its mavelont nature approached Frieza. The evil alien did nothing, curious on what this creature's next action would be.

"GROOOOOAARRR! GROOOOOAA! SQUUUUUUUIEEE!"

The Cockatrice then flew into the air making horrifying roars and flapping its wings violently, but Frieza didn't even flinch.

"Heheh. I actually kinda like this little guy." Frieza thought to himself. "But I can't help but feel an incredibly faint sensation coming from whatever this animal is."

The cockatrice eyes were ruby red and were glowing, and it showed signs that it was trying to concentrate. What Frieza was unaware is that the legendary Cockatrice in the world of Equestria is a well known creature known for turning anypony who looks at it long enough into stone!

"What a decent set of pair of eyes you have." Frieza said. "Ha, look at me actually admiring nature. It kind of looks like something I read as a child. Well that's enough of that." Frieza then walked away leaving a very confused Cockatrice.

The Cockatrice then flew right in front of Frieza and began roaring once again, and focusing even more onto the evil alien with it's stone turning eyes! But no effect was taking place!

"Well it seems like your'e quickly becoming annoying." Frieza said now visibly annoyed. The Cockatrice was once more surprised by this, but once more tried to focus it's concentration onto Frieza.

"There's that weird sensation again." Frieza thought to himself. He then looked at his body, but didn't notice any difference. "More importantly, what's this strange creature trying to do?"

The Cockatrice then unleahsed 100% of its concentration, visibly straining itself as veins could be seen appearing on its head and nearly about to burst any second.

"What is this thing up to?" Frieza thought. Then suddenly it hit him!

"WHAT!? HAHAHAHA!" Frieza laughed. "It seems that even animals are capable of using magic. I don't exactly know what it is you're trying to do little cutie..."

The Cockatrice had enough. It quickly tried to fly in the opposite direction, but Frieza grabbed it by the neck!

"BWAAAAACCCCK!"

"Actually... I DO remember what these creatures do! They don't exist in my dimension as far as I know, but if I'm correct, this is an animal capable of turning other creatures into STONE! So THAT'S what you were up to! Too bad it didn't work."

The Cockatrice shook in utter fear as it had no escape against the mighty grip of the evil alien.

"Hmmm... I wonder if there's a way I may be able to harness that type of energy. This little creature seems to be able to control its ability, but based on what I'm sensing, I have bigger fish to fry."

Frieza then squeezed harder popping the Cockatrice's head off like a man popping the cork from a shampange bottle causing large amounts of blood to spurt onto Frieza. The Cockatrice's body at first fell to the ground, FLEW around for fifteen seconds, and crashed into a tree finally ending its life!

"Whoa! Now THAT was a show!" Frieza said to himself. "Hmmm I also sense a lower energy not too far from this area. But from the looks of this place, these little horses wouldn't dare come into the likes of these places. Perhaps I should go check it out. After all, that magic I must be sensing is in the same direction..."


	5. Search for Power

**Chapter 5. Search for power.**

"I truly do wonder how my abilities will be affected once they're combined with this dimension's magic." Frieza thought to himself. "Hopefully they don't alter them in any negative way. Otherwise what a waste."

Frieza continued searching throughout the forest, staying calm and collected, with the many dangerous monsters and animals that showed their presence.

One well known monster that showed its presence was the legendary Hydra, as it popped out of the water within seconds after Frieza walked by a lake.

"GROOOOOOAARRRRR!" The hydra roared. But Frieza looked up at the big monster, completely unfazed.

"First a creature that tried to turn me into stone, and now this." Frieza thought to himself.

The hydra roared another mighty roar...

"GROOOOOOOOOOOOOOOOOOOOOOOAAAARRRR!" But the result was the same. Frieza was completely unfazed, and even started to walk away very bored. This left the creature completely baffled for a minute, and then seethingly angry the next.

The hydra then quickly went in front of Frieza blocking the opposite direction and roared again.

"GROOOOOOOOOOOOOOARRRRR!" Moments later, one of the many heads of the hydra lunged in for a bite, but Frieza didn't move even an inch. The bite connected, but seconds later, the hydra jerked its head backwards and roared in pain, as teeth could be seen falling from its mouth, as if a man had bitten full force into a block of iron!

"I'd say you bit off a bit more than you could chew, heheh." Frieza said completely unharmed. "But just like that other creature, I also find you incredibly annoying..."

Frieza then used super speed to appear right behind the hydra, and used an energy disc to decapitate the four heads of the hydra, causing the massive beast to fall down seemingly lifeless...

"Well now that's over with, time to get back on..."

The hydra's body then suddenly got right back up, and slowly but surely, the heads on the hydra regrew into several more heads!

"GROAAAAAAR!" The hydra roared.

"This is a very whacky forest." Frieza said with a slightly dumbfounded but mostly annoyed face expression, and he extended his right hand and delivered a MASSIVE energy blast enough to completely incinerate the massive reptile! Nearby creatures that saw this fled from the area not wanting to be victims of Frieza's impatience!

As the evil alien continued his search for the energy he was sensing, Frieza felt a faint power level very close to his prize.

"Oh no... please just no..." A voice said in a small house.

"Did I just hear someone?" Frieza thought out loud.

"Gulps!" Went a voice! "I can't have that thing spot me! Please just go away!" The voice continued to say in a low tone.

"Hmmmm..." Frieza thought to himself as he continued.

"I knew I wasn't going bannanas! I KNEW I had heard something earlier today! I knew I felt something bad! This is the work of a demon! But what is he doing in Everfree Forest of all places?!"

"Yup. That confirms it." Frieza said. The evil alien then headed faster and faster towards the direction.

"No... please no..." The voice continued to say.

Moments later, Frieza saw what appeared to be a hut within a tree. The hut had many decorations around the plants and grass that surrounded the tree.

"Well it seems that someone lives here, and from what I'm gathering, what I'm looking for is somewhere in here."

Frieza then knocked on the door.

"Leave... just leave!" The voice thought to itself.

"KNOCK KNOCK! Open up. There's no use trying to ignore me, I know that whoever lives in this dump is present! Open up!"

"This is bad! Really really bad! I don't have anything to counter somepony like this! What am I gonna do?!"

"Open... sighs." Frieza went, and he simply entered the house knocking the door down as if it weren't there at all! The evil alien could tell that whoever lived here was aware of his presence, and it was very afraid. Frieza knew fear all too well, and knows when entites below him where struggling to not be seen. He laughed at the concept that this creature truly must be thinking that it had any chance of escape.

"Come out come out wherever you are..." Frieza said.

"Just stay calm Zecora! Just stay calm..." Zecora said to herself as her body began to tremble as she continued to hide.

"Oh my! Wherever can I hope to find you?!" Frieza said in a sarcastic tone. "I guess I'll just be on my way then." Frieza smiled as he used his super speed to quickly appear right in front of the startled zebra!

"AHHHHHHHHH!" Zecora screamed as she attempted to take off running, but was grabbed by the neck by the icy alien.

"Oh relax my little striped friend." Frieza said. "I'm just here because I noticed a strange power emitting somewhere in this...house?"

"PLEASE DON'T HURT ME! PLEASE DON'T HURT ME!" Zecora screamed out.

"Well that depends." Frieza said. "Either you give me something of value and I may spare your life. Once again, what's that energy I'm sensing from this smelly hut?"

"Energy? I... I don't know what you're talking about! If by energy, you mean magic, I'm not even a unicorn!"

"I'm not satisfied by your answer. " Frieza said as he extended his hand glowing with purple energy.

"OK OK OK!" Zecora said in fear. "I... I make magical potions and elixirs that assist other ponies for whatever they may need or have. That's all I can tell you. Please don't hurt me!"

"Hmmmmm..." Frieza said to himself. He then walked into the direction where he detected a variety of many energies. None were alive, but they emitted strong energies. Zecora followed him relucntantly as Frieza entered Zecora's room filled with potions, medicines, elixirs, books in many different languages, and more.

"Uhhh... uhhhh... is this what you came for?" Zecora asked very nervously.

Frieza casually picked up a bottle at random.

"That's a medicine that helps rids pets of ticks!" Zecora said.

Frieza picked up another.

"That one stops you from having bad dreams for a month!" Zecora said.

...And another one.

"That one..."

"One more word, and I'll decorate this ugly house with your stripes." Frieza said calmly.

Zecora gulped hard.

"You talk when I say you can talk." Frieza said.

The evil alien after about a minute of searching, saw a black box not too far from the potions he was looking at.

"Wait... could it be?" Frieza thought to himself.

"GASP!" Went Zecora. "THAT'S... THAT'S THE ALICORN AMULET!" She thought to herself! "IS THAT WHERE HE'S HERE FOR?! THE LAST TIME SOMEPONY GOT THEIR HOOVES ON THAT... OH I CAN'T LET HIM TAKE THAT! I GOTTA THINK OF SOMETHING FAST!"

Frieza then opened the box and saw what appeared to be some sort of amulet with a horse head decoration over it.

"I came all this way for this?" Frieza thought to himself.

"Hey zebra! What is this? This is what I was sensing earlier."

"Oh that thing?" Zecora said. "Oh... that's a amulet that inflicts the worst of the worst disease in anypony that wears it! In other words, you don't want that."

"Oh. Here I was under the impression that this thing despite looking stupid contains great power."

"Oh no. No 'great power' here." Zecora lied. "Maybe it's just my aura. And you gotta be strong to live in places like this you know?"

Frieza could tell that this pony was absolutely full of it. If not for the horrible act that Zecora was pulling, it was the fact that Frieza could sense energy and had quickly gotten the hand of detecting even magic.

"Well my species is immune to just about any disease known." Frieza said. "If this 'disease' amulet is really so bad, maybe it will be a challenge for my immune system, and I love challenges."

"Uhhh... you don't want that." Zecora said. "I've put it on myself a few times for that exact reason and..."

Frieza then shot a death beam right into Zecora's left hoof!

"AUGHHHHHHHGGG!" Zecora screamed in pain as she fell to the ground!

"I can only play along with liars for so long. But you're not even a liar. You're just a bad actor." Frieza said. "Now tell me. Before I put this thing on, I have to be certain. What does this thing do?"

Zecora grabbed onto her hood and applied pressure to stop the bleeding.

"I... I can't tell you." Zecora responded. "It's... it's too dangerous."

Frieza then shot another death beam which entered Zecora's right hoof.

"AGGGGGHHHHH!"

"The next shot will be through your kidneys. One way or another, you WILL tell me what this amulet does."

Zecora breathed in heavily trying not to cry, writhing in agony. She had no choice. There was no point trying to hide it anymore. If she continued to lie or stall, she would be brutally tortured until she gave in.

"That's... that's the legendary Alicorn Amulet."

"I really truly hope this works ya'll." Applejack said. "I'd never in a million years think something spookey like this would ever happen to Equestria."

"Frieza blew up the elements of harmony." Pinkie Pie said. "What if he does the same to..."

"It has to work!" Princess Twilight said. "There should be no doubt in anypony's mind right now! While it's true we don't know what Frieza is completely capable of, we have to stop him if it means saving our world!"

Fluttershy then took a deep breath and said...

"You're right Twilight! We're NOT going to just roll over and let a heartless soul like Frieza have his way with Equestria! Let's do this!"

"Preach it Fluttershy!" Rainbow Dash said.

"Please enough with the suspense and open the chest already!" Discord said.

 **And so, the moment of truth began! The Mane Six then opened the chest and became bombarded with powerful magic! All six of them began to glow and sparkle showing beautiful variations of each of them. Everypony's mane and hair grew longer than they ever were, and their bodies were overflowing with the power of friendship!**

"THERE'S NO WAY WE'LL LOSE NOW!" Pinkie Pie said loudly.

"There's no time to waste!" Princess Twilight said. "Come on! Let's put an end to Frieza once and for all!"


	6. Harmony vs True Evil

**Chapter 6. Harmony vs True Evil.**

"An Alicorn Amulet?" Frieza said. "You mind telling me what's to gain from?"

Zecora gulped hard with guilt, but now that the beans were spilled, there was no point hiding the facts anymore.

"It... it can give anypony who wears it, unbelievable power. Anypony who wears it, is given powers beyond them. But there's a very big nasty catch to it, and even though you're clearly evil, I would not reccomend it, as it corrupts the soul of the one who wears it."

"Hmmmm... I'll take your word on it." Frieza said.

"Wait just a minute. So you won't put on the amulet?" Zecora asked.

"No I mean that I take your word on this thing giving me MAGICAL abilities." Frieza said.

"But... but it will corrupt..."

"There's nothing more to add... to pure evil... hehehehehe" Frieza said. "That's like adding fudge to a chocolate cake. Aside from that, I really wonder how I'll be with this magical energy."

Zecora began to hyperventilate, hoping that the evil alien would simply be done with her, but the icy foe had a lot more in store for the zebra.

"Normally I'd kill those who I have no further use for, but from what it appears, you seem very knowledgeable about making potions, elixirs, and of course this amulet. Perhaps I can use you for certain favors that I may require in the future."

"I... I didn't make the Alicorn Amulet." Zecora responded still completely afraid and out of her composure.

"It makes no difference whether you did or didn't. Your home is filled with all sorts of materials and items that can be used to my disposal. I find it a bit impressive how someone like you, a creature with no magical energy to speak of can manage all of this. It would be foolish eliminating you, unless you go rogue that is."

"...Well I hope you got what you looked for, but I think it's time to go! I have some work to do and I hope that you..."

Frieza then shot a laser beam which struck the wall, but grazed Zecora's shoulder.

"AUGGGHHHH!" Zecora shouted, but not from the pain, but from the fear of being hit again.

"I'll leave when I want." Frieza said calmly. "Why would you want me to leave anyway? You're about to be the first upon many to see me truly become a god! Considered yourself honored."

Zecora shed a tear. Not just because of the high amount of pain and distress she was in, but knowing that she potentially had just doomed Equestria, with no hope of being able to stop this awful threat.

As Frieza prepared to put on the Alicorn Amulet...

"FRIEZA!" Yelled several voice in unison! Frieza then looked out of Zecora's window which revealed the Mane Six, Discord, and the princesses. However this time, the Mane Six could be seen within a magical force field, similar to that of when they fought Tirek.

"It's all over now! You're senseless murdering and plans for world conquest ends today!" Rarity shouted.

"Whaddya say we show this parasprite Frieza the true power of friendship?!" Applejack said.

"Ready when you are!" Rainbow Dash responded.

Frieza was ready to laugh, but before doing so, he noticed that something was different. These weren't the same enemies as earlier today. Whatever process the Mane Six did boosted their power to incredibly heights. Frieza wasn't too worried, but still kept a cautious mind.

"I don't know what you worthless insects are planning, but whatever it is, I can promise you it won't work, hehehe."

Frieza then grabbed Zecora by the neck causing the zebra to scream in utter fear.

"Wha? Hey! Let her go!" Fluttershy yelled.

"Drop whatever guard you're putting up and I'll spare this striped bag of feces." Frieza said. "You should have never went after me. You all would have lived longer."

"Oh come on! One of these dirty tricks?" Discord said. "Luckily you all have me on your side!"

Discord effortlessly used his magic to teleport Zecora out of Frieza's icy grasp putting her right next to Princess Candance, and to top it off, Discord took away the Alicorn Amulet!

"Huh?!" Frieza went in surprise. "Why you son of... did you just..."

"Oh thank you! Oh thank you! Oh thank you!" Zecora repeated.

"Oh my, you're injured! Let me take care of that." Discord said, and with that, he used his magic to heal the injured zebra.

"As for you Frieza, you didn't really think I'd let you just sit idly by take one of the most powerful artifacts in Equestria did you?" And with that, Discord SWALLOWED the Alicorn Amulet!

"WHAT?!" Frieza screamed. "HOW DID YOU EVEN KNOW I WAS TRYING TO...sighs." Frieza went. "Looks like I'll just have to rip you apart to get that back, and with your level of power, that shouldn't be a problem..."

"EVERYPONY! ATTACK!" Princess Twilight Sparkle said.

"AS IF I'D EVER GIVE YOU ALL THAT CHANCE!" Frieza said in a rage, and the evil alien released an energy blast striking the magical force field, leaving what looked to be nothing but smoke.

"There. That outta do it." Frieza said. "Looks like I'll...WHAT!? NO WAY!"

The smoke cleared, but to Frieza's surprise, the Mane Six were still protected by this mighty force field.

"I am using virtually no effort, but how did that blast not compromise that field!?" Frieza thought to himself.

Before the evil alien could continue thinking, the Mane Six released a powerful rainbow like blast, accopanied by Princess Celestia's magical arcane blast, Princess Luna's arcane blast, Princess Candance's arcane blast, and even Discord's arcane blast.

However the evil alien simply watched as all 5 blasts mixed into one powerful blast. He watched as the harmonical attack got closer...and closer... and closer... until at the last minute...

"KABOOOOOOOOOOOOOOOOM!" Went the sound of a mighty explosion, however there appeared to be no harmful effects to the surrounding area, as the attack was purely meant for one thing and one thing only. Frieza.

"HOORAY!" Fluttershy shouted. "WE GOTTEM!

"ALRIGHT!" Yelled Rainbow Dash. "That outta show em not to mess with the best ponies in Equestria!"

Princess Celestia then said..."Don't get too excited yet my loyal subjects. This battle isn't over yet."

"Smart one." A voice said, and within seconds made itself seen.

"I must admit that as powerful as I am, that attack is largely unpredictable. And I do have to give you credit for your defense, even though I'm using virtually none of my true power. In any case, your attack is too slow to hit the likes of me."

"You may be fast, but you can only run for so long!" Pinkie Pie screamed.

"Running? Who said anything about running?" Frieza said. "Now it's MY turn."

Frieza to the Mane Six's point of view vanished from sight leaving a reflection of the evil alien.

"What the? Where did he go?!" Applejack said.

"Behind you my furry little friends...hehehehhe."

Before the ponies could react, Frieza kicked the forcefield, sending the shielded Mane Six into the ground causing a small crater.

"NOOO!" Princess Celestia screamed, and in a rage, she blasted Frieza with another one of her arcane blasts. This time however, Frieza didn't resist, and tanked the attack.

"Hehehe. I didn't even feel that." The evil alien responded.

"Well get a load of this you slime!" Discord said, and he materialized a giant boxing fist punching Frieza directly in the face... doing absolutely nothing to the icy tyrant.

"HAHAHAHAHAHAHA!" Frieza laughed. "You lesser creatures are pathetic in combat, but you sure know how to crack me up! It's like I'm in some stupid cartoon!"

The Mane Six then resurfaced from the ground.

"Oh thank goodness you're all alright!" Princess Celestia said.

"You're not getting rid of us that easy you big meanie!" Pinkie Pie shouted.

"And as long as we're within this forcefield of friendship, we're practically invulnerable!" Princess Twilight Sparkle said. "Come on everypony! Let's finish this for good.

"Invulnerable?" Frieza said. "That's an interesting challenge. So I can't get through that shield huh?"

Frieza then used super speed charging directly at the force field.

"Not even this?" Frieza said, as he struck the friendship force field with his tail sending the Mane Six several blocks away!

"Or this?" Frieza appeared right behind the forcefield and struck it once again with a hard kick.

"Or even this?!" Frieza ended the aireal attack with a double hammerfist, sending the Mane Six within the force field right back down to the ground.

"UGHHHHHH,WAHHGGG!" The Mane Six said in a bit of pain. "Hahahaha... we told you. You... can't hurt us while we're in here!"

However Princess Luna noticed something. It was only for a split second, but she noticed that the Mane Six's force field began to slightly 'go out' similar to a light bulb short circuiting!

"EVERYPONY! YOU DON'T HAVE MUCH TIME LEFT! YOU HAVE TO END THIS NOW!"

"Got it Princess!" Fluttershy said. "NOW!"

The Mane Six, Discord, and the princesses once more blasted their arcane blasts trying to strike the mighty tyrant Frieza, but sadly, Frieza proved to be too fast, simply appearing behind the Mane Six's forcefield and kicking it right back into the ground.

"Gosh that's quite annoying!" Discord growled, and he used his magic to materialize chains which quickly wrapped around Frieza like a burrito!

"Here we go again!" Frieza said.

Everypony once more blasted yet another arcane blast at the mighty Frieza, but Frieza easily dodged it, causing the chains around him to snap like dust falling off of a walking person!

"HAHAHA! Havent you idiots figured it out yet?! You're too slow. Whatever that attack of yours does, it won't matter if you can't muster up the speed to hit your target!"

"What are we going to do now?!" Fluttershy said with clear panic. "He's too fast to strike!"

"We'll manage... somehow." Princess Twilight Sparkle said with a hint of doubt.

The Mane Six once more blasted at Frieza...

"They never learn do they." Frieza said as he dodged it effortlessly.

"That one was even slower than the last one!" Frieza said. However the Mane Six smiled...

"You'll have to be a bit more... huh...?"

What Frieza had failed to understand was that the Mane Six intentionally missed Frieza, and the attack was aiming directly towards Frieza's back!

"BOOOOOOOOOOOOOOOOOOM!" The sound of the attack went.

"Too slow you were saying?!" Rainbow Dash said. "BOOYAH!"

"Nope still too slow." A voice said as it hovered above the Mane Six's forcefield.

"WHAT?! NO WAY! THEY MADE A DIRECT HIT!" Princess Luna shouted. "WHAT... IS THIS THING?!"

"As much fun as I'm having just laughing at you pathetic creatures, my focus is primarily on that mix of puzzle pieces over there." Frieza said as he pointed at Discord. "Cough up that Alicorn Amulet and I promise to give you a painless death."

"sigh... fine you win." Discord said as he teleported to Frieza what appeared to be an Alicorn Amulet which Frieza took quickly.

"I lied." Frieza said as he prepared to shoot Discord with a death beam to the groin, but the 'Alicorn Amulet' exploded into what appeared to be red paint covering Frieza's entire body.

"HAHAHAHAAHAHAHA!" Discord laughed.

"For once, one of your pranks was actually useful for something." Princess Luna said.

Frieza had enough. It was already bad enough that his moment of truth was interrupted, and he's actually struggling to hurt just a couple of ponies with a little bit of magic.

"I... am... SICK OF PLAYING GAMES WITH YOU STUPID ANIMALS!" Frieza shouted as he used a bit of chi to remove the red paint from his body.

"LET'S USE THIS MOMENT TO STRIKE HIM DOWN!" Princess Twilight Sparkle roared. And yet again, the Mane Six shot a powerful rainbow blast at the evil alien.

But the much faster Frieza dodged it, and shot a blast much stronger than the last attack at the Mane Six's force field causing it to go back literally miles away, knocking the breath out of the Mane Six and causing them to nearly lose focus!

"Owwww... This is starting to become hopeless! How can we beat Frieza if we can't manage to get in a single hit?" Rarity said.

"We can't afford to give up! If we don't stop him, he'll take over the world! This is the ultimate test, and we must pass it at all costs! Let's go!" Princess Twilight said, and teleported right back into the Everfree Forest!

"I swear, just how strong is that forcefield?!" Frieza thought to himself. "It doesn't matter. THIS TIME, I intend to get past it. As much as I hate to admit it, my hubris and desire to have fun is what's costing me precious time!"

"Fun's over furry little friends." Frieza said, and he used his super speed to appear right in front of the friendship forcefield, raised both his arms in the air, and CLAPPED the forcefield!

"AGGHHHH!" The Mane Six screamed out in pain, as Frieza's attack forced the ponies to put in more effort and concentration to keep the powerful barrier up. Frieza then performed a flurry of blows, too fast for anypony in the area to see with their eyes alone.

As the Mane Six stood inside the Friendship barrier...

"We... have... to keep... going... don't... lose focus... even for a second...!" Princess Twilight Sparkle said.

"This... alien... sure does pack a big whallop!" Applejack said.

"I am REALLY trying to not use any of my power at all. I'm not even at 1%. I find it quite vexing that it's taking this much effort to pop a stupid bubble, although magic is a bit different than chi, it doesn't make it any less irritating. But I do know that whatever it is you're hiding in has a limit. Everything has a limit you know."

"ATTACK AGAIN!" Princess Candance screamed out, which resulted in the Mane Six shooting yet another Rainbow Blast at Frieza, but Frieza once more effortlessly dodged the attacked, appearing behind the Mane Six and uppercutting the barrier into the air! Frieza then appeared above the helpless Mane Six and kicked them several miles out of the Everfree forest and they crashed into a mountain causing a large crater.

"NOOOO!" Princess Celestia roared. "It... it didn't work."

"Did... did we lose?" Rainbow Dash said weakily. "Wha... what happened to the..."

"We... we can't... stop now." Applejack said exhausted. "We.. gotta... do... something..."

The Mane Six laid where they had fallen, unconscious,but not badly injured, but mentall and physically exhausted from the effort and tanking Frieza's deadly attacks.

"That should be enough to put them down for the count." Frieza said. "Now all that's left is to torture... YOU until you give me that Alicorn Amulet back!"

"Like HAY I'll ever give it to you that easily!" Discord said. Discord was just about to use his magic once more as an attempt to attack Frieza like he had before, but this time, Frieza had enough.

Frieza used his speed to appear right behind the chaotic spirit and quickly applied a chokehold!

"GAAAAACCCCK! WHAAAACKKKK!" Discord chocked out in genuine pain.

"YOU LET HIM GO!" The princesses Candance, Celestia, and Luna screamed out in unison, and they charged bravely at the evil alien.

"I will, but I don't think he'll be back in one piece!" Frieza said sadistically, but before Frieza could do anymore damage, Discord teleported out of Frieza's grasp appearing right next to the princesses.

"Are you alright?!" Princess Candance asked.

"I'm fine!" Discord said in anger as he held onto his throat. "Listen, the three of you need to get as far away from here as you can! He wants the Alicorn Amulet more than anything else right now! Go check on Fluttershy and the others. I'll try to hold this dirtbag off as long as possible!"

"But we can all leave and live to fight another day!" Princess Luna said.

"There's no point on doing that! He's able to sense where we are, and as fast as he is, teleporting will only be a temporary fix, and we all know he's holding back! Trust me! I know what I'm doing! The three of you need to get out of here!"

"Are you sure you can go through with this? Even after earlier...?" Princess Candance was cut off with..

"There may be a way for me to beat him. It's a long shot though. It may not defeat him, but he won't be here that's for sure! Enough talk! Get out of here before you're all killed!"

The princesses were shocked at what they were hearing. Aside from Fluttershy being harmed in the past, this was probably the most serious Discord ever sounded.

"What are the three of you morons waiting for? GO!" Discord shouted, and with that, he teleported Princess Candance, Princess Luna, Zecora, and Princess Celestia back to Canterlot.

"What? No more running away or teleporting? Are you ready to cough up that Amulet?" Frieza said.

"Not a chance you pile of filth!" Discord said. "If you want to rule Equestria, you'll have to go through me first!"

"Sounds easy enough." Frieza said.

"You may be very powerful but just like you, I also had a tendency to hold back what I'm truly capable of. This time however... I intend to use every drop of magic in me to put you to sleep for good." Discord said as his eyes became bloodshot and his face expression to that of an angry madman.


	7. Discord vs Frieza! Round 1

**Chapter 7. Discord vs Frieza!**

 **Author's note. For the sake of an epic fight, I am making Discord a lot more powerful and vicious compared to how he is in the series. Anyways I hope you all enjoyed this chapter!**

As the Mane Six recover after their brave attempt at defeating the evil tyrant known as Frieza, the Spirit of Chaos Discord has taken upon himself to fight one of the most feared threats in all of the cosmos. Will he succeed in defeating the icy enemy, or become another one of Frieza's victims?

"You stupid fool. Do you actually think you have any chance of winning this battle? I heard every word you said to your princesses and you're right. You can't even get away from me, much less put up any fight against me for that manner. Even in a weakened state, no! In my 1st form in a weakened state, I can blow up this entire planet effortlessly. Why even try? Is this another attempt to make me laugh?"

"Wow!" Discord said. "And everypony tells me that I'M arrogant! Frieza, I can bend the world around me to my liking. I may not be as strong as you when it comes to brute strength, you may want to watch yourself against me. You don't want to underestimate me, and all of Equestria knows that well enough."

"Oh really now?" Frieza said. "I know you have vast magical abilities, but I very much doubt they're going to be enough to hurt the likes of me."

"Let's put that to the test the shall we?" Discord said with a sinister voice, and his body began to take form of that of a strong fighter. Discord then teleported behind Frieza and punch the alien in the back of the head, but Frieza didn't even budge.

"Grr..." Discord said in disappoinment as he teleported away from Frieza ready to attack again.

"Oh I'm sorry, I didn't know we were starting." Frieza said. The icy nightmare responded with super speed appearing right in front of Discord and FLICKED Discord onto his head, sending Discord crashing into several trees with him finally landing inside of a cave.

"Finished already?" Frieza said.

"Not quite." Discord said, as he appeared right behind Frieza via teleportation, and the chaotic spirit spat what appeared to be sand into Frieza's eyes!

"WHAT THE? OUCH! AUGHH! WHAT DID YOU DO TO ME?!" Frieza yelled out in a rage, trying to rub the sand out of his eyes, but with no avail.

"You can't fight me if you can't see! And good luck getting that sand out of your eyes! It's draining all of the water in your eye sockets!"

"ARRGGHHHH!" Frieza continued to groan in pain, until... "hehehe. You really must think I'm some lousy amateur. As if I even need to see you to beat you anway."

"What's that supposed to mean?" Discord said.

Frieza then opened his eyes and shot purple lasers out of his eyes which struck Discord right in his chest causing the chaotic spirit to fall down coughing up blood leaving a gaping wound in his chest!

"Ugh... owwww..." Discord said in pain.

"Ahhh, much better." Frieza said. "I have to admit, that move of yours kinda hurt a little. But it looks like it didn't do you any good in the end now did it?"

Before Frieza could continue his banter, Discords wounds began to regenerate.

"What?!" Frieza said in surprise.

"You really think I'm like any other pony here? Please I'm a spirit. That laser beam of yours hurt a lot, but not even a million of those can take me out!"

"Just a million?" Frieza said. "Of what? My laser beams? I can throw a million death balls at you if I wanted!"

"Let's see how you fair against me when..."

Discord then used his magic to cut off any oxygen within the surrounding area!

"When you can't breathe?" Discord finished. "Unlike you, I don't need air to function! Go ahead, attack me, blast me, try anything you'd like! You'll continue to lose more and more air until..."

"BAAAAAAAAAM!" Was the sound Frieza's punch made to Discord's face as blood shot out from the spirit's nose causing him once again to crash into several trees.

"WHAT? YOU SHOULDN'T BE ABLE TO DO SUCH AN ATTACK WITHOUT ANY AIR!" Discord said.

"My species doesn't need oxygen you idiot. I can even breathe in space." Frieza responded.

"Oh yeah... I completely had forgotten about that." Discord said, as he teleported 10 feet away from Frieza thinking of another attack strategy.

"Anymore magic tricks you want to show me before I forcefully get that amulet back?" Frieza said.

Discord was already pretty upset at the entire situation, but the mocking was starting to make the chaotic spirit angry.

"You may be very strong, but my abilities are LIMITLESS!" Discord shouted. "It's already been established that I cannot physically hurt you, but let's see how you fair against me..."

Discord the shrunk himself down to the size of a fly, and FLEW directly into Frieza's ear, traveled into the core of Frieza's body, and began to grow back into normal size!

"WHEN I'M TEARING YOU APART FROM THE INSIDE! AHAHAHAHAHAHAHA!"

"HEY! WHAT THE?" Frieza said.

"Struggle all you want! Your body is strong but your organs are soft just like anypony else's! Now sit back, relax, and enjoy agony while I take a nice yet messy vacation in your body!"

Frieza was worried at first, but once again, just laughed it off.

"Hahahahahaha! You know what? Go ahead and stay in there, but I don't think you'll like it in Frieza's suite. It may be the last vacation you'll ever take!"

Frieza then proceeded to PUNCH his own stomach!

"GAAAACCCKKKK!" Discord said while inside Frieza.

"BOOOM!" Went another sound as Frieza punched his own body again!"

"ARGHHHHH, AUGHHHHHHH!" What... what's going on?!" Discord said. "You should be crawling on the ground in pain!"

"I already have nearly perfect control of my own energy." Frieza said. "You are within my body, which means I have total control over you. Now you can continue to stay in me if you'd like, but there's a chance you'll never leave, and I quite frankly don't feel like having to cough you out of my body."

Discord then teleported out of Frieza's body, or did he?

"Well that was unplesant and unexpected, but whatever else is in your stomach seems like it's really enjoying the stay there!"

"Huh?" Frieza went, and began to hear a tick...tick..tick...

"WHAT THE?!"

"BOOOOOOM!" Went the loud sound. Discord had used his magic to simultaneously escape Frieza's body and place a bomb into Frieza's body!

"HAHAHAHAHAHAHA!" Discord laughed as he kicked into the air.

"HAHAHAHAHAHAHAHA!" Said Frieza totally unharmed, stopping any further laughter from the chaotic spirit.

"Huh?! IMPOSSIBLE! YOU SHOULD BE INTO A MILLION PIECES!"

"The only one about to be a million pieces... is YOU!"

Frieza then appeared right in front of Discord and punched him directly in the face, this time cracking his skull, breaking his jaw, bloodying his nose once more, and sent him flying into a nearby moutain. The force of the blow was so strong that the mountain began to collapse onto Discord, resulting in numerous animals running away from the area in utter confusion and fear!

"Discord if that's your name." Frieza said. "I hope you realize that I'm not using even 1% of my true power. As of now, I'm in my fourth form, and there's another form I contain that makes what I am now nothing more than fodder. I felt your bones break when I struck you. I could feel how helpless you really are. Do you now see how hopelessly outmatched you are?"

Discord used his magic to heal himself and in a rage, teleported back to the battlefield, but before Discord's mind could even register, he was already face first into a tree!

"WHAT THE?" Discord said. "I... I COULDN'T EVEN SEE HIM..."

Frieza then pulled him out of the tree and held Discord by the head.

"You're hardly even worth killing at this point." Frieza said." Cough up that amulet or I'll be forced to extract it out of you. Your choice."

"Maybe I can seperate him from me just long enough to think of another plan!" Discord thought to himself. He then attempted to focus his magic into teleporting the alien into the sun, but proved to be fruitless.

"How about you stop with the stupid magic tricks and comply with my orders." Frieza said.

"Why... why isn't my magic working? I can't harm him, I know what, but why isn't it working?" Discord thought to himself.

"In case you're wondering, I've grown pretty sick of your nonsense. Any other magic trick you're planning is going to have to get through my energy barrier. Good luck with that."

"Oh...figures." Discord said. "Either way, you haven't won yet! You see, I've been..."

"BAM! WHAM BADUUUUUMMM!" Were the sounds as Frieza began to strike Discord repeatdetly with a flurry of blows. Each blow that Frieza delivered broke bone, and Discord had been struck all over his body. If not for his unique physiology, he would have surely died. Frieza ended the melee attack with a brutal kick to the stomach!

"GULLLACCCKKK!" Discord coughed, as he choked on his own blood! Frieza then grabbed one of Discord's head horns and TORE IT CLEAN OFF!

"AUGHHHHHH! WAAHHHHHHHHH!" Discord screamed in pain.

"Can you believe this is just the beginning?" Frieza said calmly. "Oh how I just adore the screams of the ones who defy me scream out in agony! I can't tell you the rush I get when I hear it!"

"AUGHHHHHHmfhhhhhfhfhfhaarrrrghhgurgle" Screamed Discord, but the chaotic spirit was silenced when Frieza shoved his own horn into his mouth! Frieza then topped it off with another punch to the face, with this blow making Discord look nearly unrecognizable!

Frieza then kicked Discord in the abdomen and lastly struck him with his tail into another tree. As Frieza approached Discord intent one way or another to get that Alicon Amulet, Discord thought to himself as began to regenerate...

"RGGGGGHHH! There HAS to be a way to stop this guy once and for all! But how?! He's already proven more than once that he can handle anything I throw at him!"

Frieza continued to get closer and closer.

"Wait! Of course!" Discord thought to himself. "I ate the Alicorn Amulet! The Alicorn Amulet has given godly like abilities to mere unicorns before! I wonder what would happen if me, the most powerful creature in all of Equestria would be with it! But the only issue is that it corrupts anypony who wears it! But if it's the only way to defeat this threat, then I suppose it's worth it, and if things get out of hand for Equestria, well maybe they can turn me into stone again I suppose."

"Ohhh. So you've healed yourself already huh? Good. That just makes it funner to torture. Gotta love a victim where you can do things more than once!" Frieza said. "This may sound like much, but are you able to regenerate a new head? I'd like to have multiple trophies on my wall after I'm done with you, and with each facial expression showing a variety of terrified looks before you were decapitated!"

"I'm sorry everypony. But I do this not just for myself, but for the fate of the entire world! All of it is counting on me!" Discord shouted. "If for some reason this amulet's effects are irreversable, I just want... Fluttershy to know that I love her with all my heart... and what the hay? Her friends are kinda cool to."

"Well whaddya say? Am I going to get my trophies or am I going to have to settle for just one?" Frieza said sadistically.

Discord then used his magic once more. The Alicorn Amulet in his body appeared onto Discord's neck!

"That's right... give it to me you pile of garbage!" Frieza said.

"Oh I don't think so you vermin!" Discord said in a very mavelont tone. "I think I just got a bit of a power boost!

"WHAT!" Frieza said. "YOU MEAN YOU!?"

Discord's eyes began to become black. His size began to increase to that of a large giant. His arms and legs became proportional to that of a mighty titan! His horns and wings grew to that of a massive dragon!

"ROAAAAAAAAAAAAAAAAAAAAAAAARRRRR!" Went Discord as he looked down upon Frieza.

"HOW DARE YOU?! ARGGGG..."Frieza snarled.

"WITH A POWER BOOST LIKE THIS, I DOUBT EVEN YOU WILL BE ABLE TO STOP ME!" Discord roared.

 **Back at the mountain where the Mane Six laid where they had fallen, Princess Celestia observed the battle using her magic forming a crystal ball.**

"He's... Discord's wearing the Alicorn Amulet!" Princess Celestia cried out.

"Do you think it will be enough to win this battle sister?" Princess Luna said.

"That amulet's magic is vastly powerful, as it has access to the most forbidden types of magic. It may very well be enough to fight Frieza, but we don't exactly know how much Frieza is showing. For all we know, even the Alicorn Amulet may not be enough to face him. But we have to hope. It should serve as a decent distraction so that our loyal subjects may heal, for I feel that they are the best chance at saving all of Equestria."

 **Back in Everfree Forest...**

"YOU WANT TO KNOW THE BEST PART ABOUT THIS AMULET?" Discord said. "ONLY THE ONE WHO BEARS IT CAN REMOVE IT! NO MATTER HOW STRONG YOU ARE! NO MATTER HOW MUCH MAGIC YOU HAVE! YOU CANNOT AND WILL NOT TAKE THIS OFF ME! HAHAHAHAHAHAHAHA!"

"RGGGG... NOOOOO!" Frieza screamed out. "I SHOULD HAVE JUST KILLED YOU WHEN I HAD THE CHANCE! I ONCE AGAIN LET MY HUBRIS COST ME MORE TIME! RGGGGGGG..."

Frieza then calmed down.

"Whatever. If I can't take it off myself, then I'll simply MAKE YOU WANT TO TAKE IT OFF, as I crush the life out of your sorry excuse of a body! I don't care how much powerful you think you are with that. And if things really do get out of hand... I'll make sure to give you a golden surprise... hehehehehe."

"AND I'LL MAKE SURE YOU'RE NOTHING MORE THAN A PILE OF ASH WHEN I'M DONE WITH YOU!" Discord yelled.

"Oh please. By the time this fight is over, this entire forest will be covered with YOUR BLOOD!" Frieza said.


	8. Discord vs Frieza! Round 2

**Chapter 8. Discord vs Frieza (Round 2)**

"I HATE YOU FOR FORCING ME TO RELY ON SUCH MAVELONT FORCES YOU SWINE!" Discord said. "LET'S SEE HOW YOU FAIR AGAINST THIS!" And with that, the chaotic spirit delivered a massive dark energy blast at the evil alien.

"HUH?!" Frieza said, and at the last second managed to dodge the attack, and was floating in the air. The energy blast hit the ground causing it to explode and caused a minor earthquake!

"WOW!" Discord said. "IT SEEMS YOU GOT LUCKY THERE! CAN YOU BELIEVE THAT I'M NOT EVEN TRYING AT ALL?"

"That was incredibly fast!" Frieza thought to himself. "His attack... why do I get the feeling that... he can actually HURT ME!? RGGG...! I SHOULD HAVE JUST KILLED HIM WHEN I HAD THE CHANCE!"

"NO SO ARROGANT NOW ARE YOU!?" Discord said, and the spirit extended his arms to grab Frieza.

"RRRGGG..." Frieza said as he BARELY was able to dodge Discord's grasp. Discord continued trying to catch the agile alien, but it became clear that Discord showed no signs of seriousness.

"THIS IS INSANE!" Frieza yelled out. "HOW CAN A WEAKLING LIKE YOU BE ENHANCED TO THIS EXTENT!?"

"CRY ME A RIVER LOSER!" Discord said as he finally caught the evil alien!

"AUGHHHH!" Frieza screamed out in a rage.

"HAHAHAHAHAHAHAHAHAHAHA!" Discord laughed. "LET'S SEE... WHAT CAN I DO WITH THIS AMOUNT OF POWER...

Discord then used his enhanced magical abilities to ELECTROCUTE Frieza with dark energy!

"RRRRRRRRRRGRRGRGRGRRGRGGRRGGRG!" Went Frieza. But the evil alien wasn't about to take this so easily.

Frieza then bursted out of Discord's hands with a lot of force, but Discord wasn't hurt in the slightest.

"HE SHOULDN'T BE ABLE TO DO THAT!" Frieza thought to himself. "JUST HOW MUCH MORE POWERFUL DID THAT AMULET MAKE HIM?!"

Despite Discord's incredible boost in power...

"STRANGE... IT SEEMS I CAN HURT HIM, BUT SOMETHING'S IN THE WAY OF ALLOWING MY STRONGER MAGIC TO WORK ON FRIEZA! BUT NO MATTER. IT SEEMS NOW THAT I'M WINNING THIS BATTLE."

Frieza then shot numerous death beams at Discord, but Discord simply TANKED the attacks showing no signs of pain or injury.

"WHAT?!" Frieza said. "THAT'S... IMPOSSIBLE!"

"NOTHING'S IMPOSSIBLE FOR THE ALMIGHTY DISCORD!" Discord said.

"SHUT UP YOU PILE OF ANIMAL PARTS!" Frieza said as he shot more and more chi blasts at Discord, but Discord responded by materializing several fists all over Frieza, and all struck him at once, knocking the evil tyrant to the ground!

Frieza quickly got back up angrily, and flew towards the titan sized Discord and attempted to punch him in the face, but Discord simply used his telekinesis to shove him right back into the ground!

"WHAT THE?" Frieza said. "HOW CAN YOU?..."

Frieza was then cut off as Discord STOMPED onto Frieza, causing another minor earthquake within the area, and forcing Frieza deeper and deeper into the ground.

"RGGG... I HATE YOU!" Frieza said, and he burrowed through the ground appearing behind the titan sized Discord and blasted his right foot with a chi blast.

"OH IS THAT YOU? I THOUGHT THAT WAS A FLEA!" Discord said. "YOU GIVE UP YET MORTAL?!"

"NOT A CHANCE YOU SIMPLE MINDED OVERGROWN FREAK!" Frieza said as he flew at Discord, but Discord simply teleported behind Frieza, and struck him in the back, sending the alien down to the ground utterly humiliated.

Frieza then got back up to fight again, but Discord teleported right in front of Frieza, and blasted the evil alien at point blank range, engulfing his body in dark magical energy, sending Frieza THROUGH a mountain miles away from the battle.

"SUCH POWER... HARD TO CONTROL... BUT... I'M ACTUALLY WINNING! HAHAHA!" Discord said. "I KNOW YOU CAN HEAR ME FRIEZA! WHAT'S IT LIKE TO FINALLY BE THE ONE AT ANOTHER'S MERCY?!"

Frieza thought as he laid where he had fallen.

"This is too much to take in. Mere minutes ago, he was hardly considered child's play, but now it seems that I'm the one at a disadvantage."

 **While this fight was taking place, the Mane Six, Zecora, and the princesses all watched through a crystal ball on a mountain near the forest.**

"THAT'S RIGHT! GET EM DISCORD! SHOW THAT ALIEN FREAK WHAT FOR!" Rainbow Dash said.

"KICK HIS HEAD CLEAN OFF!" Applejack said.

"That's my Discord!" Fluttershy said.

As the Mane Six chanted and praised...

"Don't get too excited now." Princess Celestia said.

"Huh?" The Mane Six said in unison.

"You're all forgetting that the only reason Discord is this powerful is because he's using the Alicorn Amulet, but something's wrong! It's already happening very fast! I fear that if he doesn't stop Frieza in time, the amulet may take over him, and we may have a problem potentially WORSE than Frieza!"

"Which is why if that happens, we'll be ready to bring him back to normal!" Princess Twilight Sparkle said. "In fact, if Discord can at least weaken Frieza or keep him in place, we can get a good shot onto him, and that's that for Frieza. Does everypony here feel better after what happened?"

"Sort of." Pinkie Pie said. "My ears are ringing but I think we'll be fine. But I also feel a strong feeling deep within me! I'm surprised we're this powerful in this episode!"

Princess Candance turned at Pinkie in a confused manner.

"I feel it to." Rarity said. "I still feel awesome power deep within me!"

"I think it means that we still have harmonic power!" Fluttershy said. "We can actually go over there right now and help Discord out."

"As dangerous and tense as the fight is currently, I would not advice that." Princess Luna said. "You're all still nowhere near fast enough to lay a hit on that disgusting slimeball. Just wait, and when the opportunity presents itself, strike hard and fast."

"In other words, lay in wait, then strike him hard, like a cobra's bite!" Zecora said.

 **Back in the Everfree Forest...**

Discord then grabbed his own head, enduring a powerful mental struggle.

"THE POWER... GETTING... STRONGER... TOO MUCH OF IT... BUT FEELS... SO... GOOD. NO... I CAN'T LET MYSELF BE... RGGGGGGG! HAHAHAHAHAHA! ONCE I DESTROY FRIEZA... I'LL... I'LL RULE OVER EQUES... NO! I CAN'T LET MYSELF BE LOST TO THIS IMMENSE POWER! RISING... SO MUCH... GOTTA CONCENTRATE! LOSING MYSELF... TOO... TEMPTING... FEELS... SOO... GOOD... RAHHHHHHHHHHH!"

Frieza effortlessly got right back up and thought...

"Strange. His power is starting to increase rapidly! This isn't good. If his magical energy becomes too high, I'll be just as helpless as anyone else! Hmmm...".

Frieza then returned to the battlefield using super speed.

"BACK FOR MORE HUH?!" Discord said, but Frieza appeared to be calm and collected as his eyes were closed and he looked down.

"I have to say. I'm impressed... and very vexed at the same time." Frieza said. "It's hard to believe that I had you quite beat and in a bit of peril, but that Alicorn Amulet has increased your abilities to such a level that it could probably kill me at this rate."

"KISSING UP TO ME WON'T SAVE YOU, YOU INSECT!" Discord said, as he struck the ground aiming for Frieza, but Frieza managed to dodge it.

"But maybe it will be harder for you to believe that until now, I wasn't even using 1% of my power."

"I'M ALREADY AWARE OF THAT!" Discord responded. "AND IT DOESN'T MATTER HOW MUCH POWER YOU CAN USE! IT WON'T BE ABLE TO SAVE YOU FROM ME!"

Discord then grabbed Frieza with his telekinesis and kicked him at point blank range as Frieza crashed into a tree with it falling on him.

"IT WOULD MAKE NO DIFFERENCE IF YOU USED 100% OF YOUR SUPPOSED POWER OR SOME OTHER ARBITRARY NUMBER YOU'RE USING! YOU'RE THROUGH! HAHAHAHAHAHA! AND SO WILL ALL OF EQUESTRIA BE FINISHED ONCE YOU'RE OUT OF THE WAY! AND THOSE MEDDLING PONIES AND THE PRINCESSES WILL SOON BE DEALT WITH!"

 **As this was happening...**

"Wha... no... Discord... *sniffles*..." Fluttershy cried.

"Totally... uncool..." Rainbow Dash said.

"It's just what I feared." Princess Celestia said. "The Alicorn Amulet has completely taken him over. Be prepared for anything my loyal subjects.

Light sobs continued to be heard from Fluttershy, as the rest of the Mane Six comforted her.

 **Back at the EverFree Forest.**

Frieza then thought...

"So that Zebra was right after all! Hehehehehe! That Amulet amplifies whoever wears it but also CORRUPTS them! Which means the longer they wear it, the more powerful they become, but also the more evil they become! It doesn't matter all that much, because I'm getting that amulet one way or another!"

Frieza then flew into the air facing the mighty titan Discord's face.

"Let's see how you fare against this..."

Frieza then powered up, showing a purple glow around his entire body similar to that of a forcefield!

"OH NO YOU DON'T!" Discord said, and he struck the purple ball, sending it several feet away, but the process wasn't in the least bit stopped.

"NICE TRY YOU OVERGROWN BALL OF MUCK!" Frieza said as he continued to power up!

"OH WHATEVER! GO AHEAD AND POWER UP! IT WON'T MAKE ANY DIFFERENCE TO WHAT HAPPENS IN THIS FIGHT!" Discord said.

"NO!" Princess Candance screamed. "HE'S LETTING HIS ARROGANCE GET THE BEST OF HIM! HIT HIM NOW WHILE HE'S STILL WEAK!"

"It's no use, he's been corrupted! All of his negative qualities have been amplified and continue to rise sky high! We just have to hope for the best." Princess Celestia said.

"But if either one of them win, Equestria is doomed no matter what!" Princess Luna said.

"Not if we can help it!" Princess Twilight Sparkle said. "We'll find a way to fix this. We always do. And we can't doubt ourselves. This is the ultimate test."

 **Back at Everfree Forest...**

"Ahhh... I am now at 50% of my maximum." Frieza said. "Are you ready for oblivion?"

"FUNNY BECAUSE I WAS GONNA ASK YOU THE SAME QUESTION!" Discord said as he blasted at Frieza with a powerful magical blast, but Frieza dodged the attack without much effort.

"Just as I thought! You're now too slow for..."

"BOOOOOOOOOOOOOOOOOOOOOOOOOOOOOM! CRACCCCCCCCCCCCCCKKKKKKKK!" Went a massive explosion!

"Oh my..." Frieza said. "

"HAHAHAHAHAHAHAHAHAHAHA! OH I JUST LOVE UTTER DESTRUCTION!" Discord said in an even more mavelont tone, similar to that of a demon speaking. Half of Everfree Forest had been destroyed, and even worse was that his magical blast had created a massive crater that extended for 2 miles long and 2 miles DEEP!

Discord's power was rapidly rising at an unstable rate, and because of his already chaotic nature, the Alicorn Amulet was increasing his madness to levels of utter insanity. He was now fighting with his power being uncontrollable and unstable, with a desire for sadism, bloodthirst, and overpowering rage.

"COME OVER HERE AND SUFFER YOU WORTHLESS MORTAL!" Discord said, and he teleported behind Frieza in an attempt to strike him, but Frieza managed to BLOCK the attack, and used super speed to keep his distance.

"If he continues to expend energy in such an uncontrolled fashion, this planet will be a deserted wasteland." Frieza said. "I've already dedicated myself to this planet's magic. I can't afford to take anymore chances with this opponent. It's just been moments and his power is beginning to grow exponentially! I must take him out now!"

"WHY ARE YOU SIMPLY RUNNING AWAY?!" Discord said angrier and more sinister than ever. "COME OVER HERE AND FIGHT, SUFFER, AND BLEED!" Discord then flew at Frieza and prepared another magical arcane blast.

"Hehehe.."

Frieza then flew at Discord and dodged the magical attack, and paid Discord in full by punching the titan sized spirit in the face jerking his head back violently and knocking some teeth out!

"AGHHHHHHHHHHH!" Discord screamed, but Frieza didn't stop there. He then kicked Discord straight in his neck, which in return caused the chaotic spirit to quickly catch his throat in pain and coughing. This attack was followed by a swift kick to the temple, knocking Discord down to the ground nearly unconscious with a loud thud.

"Ouch. That's gotta hurt." Frieza said. "I'll have to hurry this up or..."

"FWOOOOSH!" Was the sound of dark fire shot at Frieza before he could dodge!

"AUGHHHHHHHHHH!" Frieza screamed in pain from the severe heat.

"I DON'T KNOW WHY BUT SEEING YOU ON FIRE MAKES ME KINDA HUNGRY! I'VE ALWAYS WANTED TO SEE WHAT ALIENS TASTE LIKE WHEN THEYR'E WELL DONE!" Discord said with an even more demonic voice.

Frieza though burned by the black fire, quickly used his energy to put out the fire. Once that was over, Frieza delivered a look of sheer rage onto the now power corrupted spirit.

"IT IS TIME..."

Frieza then began to form a ball of energy.

"...FOR YOUR DEMISE..."

The ball of energy began to rapidly increase in size and energy potency, about the size of a small car, and tossed it at Discord, but the attack was heading at Discord rather slowly...

"HAH! SIMPLY TOO EASY!" Discord said, and he CLAPPED the oncoming energy ball destroying it, but as the smoke cleared, Frieza was nowhere to be seen.

"HUH?! WHERE ARE YOU?! RUNNING AWAY SO SOON YOU OVERRATED LIMP NOODLE?!"

No sounds were heard.

"COME ON OUT AND FIGHT ME! I COULD HAVE SWORN I HEARD YOU SAY YOU WERE GOING TO GIVE ME MY DEMISE! COME ON OUT AND DO IT YOU BOWLING BALL HEADED FREAK!"

Once more, no sounds were heard, and Discord continued to grow more and more agitated, as he was clearly being either tricked or ignored.

"AAHHHHHHHHHHHHHHHHHHHHH!" Discord roared in fury.

"IF YOU WON'T COME OUT... I'LL BURN THIS ENTIRE FOREST DOWN TO THE GROUND!

And with that, the chaotic spirit began to strike mindlessly at anything that was there. He blew fire onto the many trees that made up the beautiful forest. He used telekensis to rip the very mountains apart. He even dug into the very ground with his claws and caused earthquake that could be felt in numerous areas all over the world.

"I WILL NOT STOP! AFTER I'M FINISHED HAVING FUN WITH YOU... I'LL ABSORB YOU INTO MY BEING! NOPONY WILL BE ABLE TO STOP ME FROM CONQUERING ALL OF EQUESTRIA! I MAY GO EVEN A LITTLE FURTHER THAN THAT! EITHER WAY, I'LL SEE YOU DEAD AT THIS DAY YOU DISGUSTING ALIEN! AHAHAHAHAHAHAHAHAHAHAHA!"

 **In space...**

"Oh this is quite the show. He has all that power, but lacks the mind to use it properly. He's now reduced to just a raging beast. Just wait a little bit longer and..."

"GRAHHHHHHHHHHHHHHHHHHHHHHH!" Discord screamed as he continued to lay waste to everything in sight, screaming mindlessly and consumed with hatred, rage, and corruption!

"DISCORD NO!" Fluttershy said with tears in her eyes. "WE... WE HAVE TO HELP HIM!"

"I AGREE WITH FLUTTERSHY!" Applejack said with fear in her voice. "AND NOT JUST BECAUSE HE'S A FRIEND, BUT I GET THE FEELING THAT WE MAY BE NEXT!"

"OH YOU DON'T KNOW HOW RIGHT YOU ARE YOU TASTY LITTLE APPLE!" Discord said.

Discord then teleported to the Mane Six and the princesses!

"AHHHHHHHHH!" Everypony screamed. "QUICKLY! WE HAVE TO USE THE..."

But before Princess Twilight could finish, they were both lifted into the air with Discord's magic.

"WHILE I LOOK FOR THAT WORTHLESS PIECE OF TRASH FRIEZA, I'LL GO AHEAD AND DISPOSE OF ALL OF YOU! CAN'T GO AROUND COMPROMISING MY PLANS TO RECLAIM THIS WORLD! HAHAHAHAHAHAHAHA!"

"DISCORD LET GO OF US!" Rarity screamed out. "WE'RE YOUR FRIENDS! DON'T YOU REMEMBER!"

"IT'S FRIEZA YOU WANT TO BEAT UP! NOT US!" Pinkie Pie screamed.

"DISCORD!" Princess Celestia said. "HAVE YOU FORGOTTEN WHAT YOU'RE SUPPOSED TO BE DOING?! IF YOU CONTINUE WITH THIS COURSE OF ACTION, EQUESTRIA WILL TRULY BE DOOMED!"

"OH I KNOW!" Discord responded. "BUT IF I GET RID OF THE SIX OF YOU AND THESE MEDDLING PRINCESSES, THEN NOPONY ELSE WILL STAND IN MY WAY! IT'S GAME OVER NOW AND EVERYPONY IS OUT OF THE GAME! AHAHAHAHAHA! AND DON'T WORRY! EQUESTRIA WILL BE FINE ONCE EVERYPONY IS UNDER MY ALLEGIANCE! THIS IS MY WORLD NOW, AND NOPONY WILL NEVER GET IN MY WAY AGAIN!"

Before Discord could use his magic to destroy the Mane Six, he then heard a cry. This was however no normal cry. As he looked upon the Mane Six and the princesses, he saw a yellow pegasus. Shaking in utter fear. Her hooves were wrapped around her head. Her wings had been completely curled, and she couldn't even look Discord in the eye.

"FLUTTER...FLUTTER...Fluttershy...?" Discord said as his voice gradually changed from sinister back to normal.

"I... I truly thought you were stronger than this Discord." Fluttershy said with tears in her eyes. "I really did. I know that amulet is messing with you, but... but... do you actually want to take over the world again? You actually want to destroy everything? And... and... do you.. actually want to... kill your friends? Kill your family? Kill... me?"

Discord gently set the Mane Six and the princesses back onto the mountain. The Alicorn Amulet's magic continued to surge through Discord, but he resisted the dark temptation.

"I'M...I'm sorry you guys." Discord said. "And more importantly, I'm sorry Fluttershy. I would never ever hurt you. Not now... not ever..."

"PERFECT!" A voice said, and before anypony knew it...

"WATHOOOOOOOOOOOOOOOM!" As Discord's body crashed deep into the ground.

"GASP!" Went everypony!

"NOOOOOOOO!" Fluttershy screamed out.

"What? I was just trying to save you!" Frieza said sadistically. "And that's the thanks I get?"

Discord had been struck with incredible force. Frieza had kicked Discord in the back of the head coming at immeasurable speeds. Discord had been nearly knocked unconscious.

"Well timed moments are my specialty after all my little friends. I was going to strike him earlier but seeing that touching moment proved to be too entertaining to pass on! Anyways I think it's time that I end this ridiculous fight once and for all!"

Discord tried to get back up, but proved too incapacitated to effectively stand.

"you.. You... YOU!" He growled.

Frieza used super speed to appear behind Discord and kick him in the back of the head once again! Followed by kicking the giant spirit into the air with the chaotic spirit screaming in pain. Frieza flew into the air and delivered a flurry of blows onto the massive chaotic titan, as blood, teeth, claws, eyeballs, and horns could be seen leaving Discord's body as his body tried to regenerate. Even with this magical boost, Frieza at 50% of his power proved to be too difficult for his body to withstand.

As Frieza continued assaulting Discord...

"WHAT'S WRONG YOU MUTANT LOOKING IDIOT!? NOT SO TOUGH ANYMORE HUH?! COME ON! USE YOUR MAGIC! HIT ME! MAKE MY DAY YOU TIME WASTING SACK OF UTTER GARBAGE!"

Frieza then ended the attack by hammerfisting Discord right back down to the ground causing a large crater to form!

"ugh... ohhh..." Discord moaned in pain. But to make matters worse..

"CRACCKKKK!"

"AHGGGGGGGG!" Discord screamed! Frieza had flew down at rapid speed and STOMPED onto Discord's right leg breaking it right to the bone! Discord tried to focus onto his magic, but Frieza blasted the spirit in the chest. Discord's 'heart' could be seen still beating as Frieza's chi had burned right through Discord's body!

"One way or another, that amulet is mine!" Frieza said. "I do have to thank you for the fight though. I never thought that there would be creatures such as yourself, especially when given a power such as this." Frieza said as he pointed at the Alicorn Amulet.

"Take off the amulet or I WILL kill you, and trust me, I'll make sure you don't have anymore stupid tricks up your dirty little sleeve!"

"I'll I'll never let you take it!" Discord said. "As long as there's magic in my body I'll...

Frieza then shot Discord right in the mouth with a death beam coming out of Discord's head. If not for Discord being a magical entity, this would have surely killed him, but it rendered him unconscious with pieces of his brain matter falling onto the ground.

"HOW... HOW DARE YOU!" Fluttershy screamed. "THAT DOES IT!"

"NOT YET! WE STILL DON'T KNOW IF WE CAN CATCH...

"TWILIGHT! WE'RE DOING THIS NOW!" Fluttershy roared. "THIS POINTLESS BLOODSHED ENDS NOW!"

Before the Mane Six even knew it, they began to glow once more, showing colorful and beautiful variations of their fur. Their eyes began to glow. The forcefield began to form around the Mane Six once more, and they ascended into the air!

"Hey Discord." Frieza said. "Looks like I hit a nerve with your friends! They even managed to form that little magical group again. When will those morons learn they have no chance?"

"STOP THIS! STOP THIS RIGHT NOW!" Fluttershy screamed as she lead the charge. "THIS MINDLESS INSANITY ENDS.. WITH YOU!"

The friendship ball charged right at Frieza, who effortlessly dodged it. They attempted to strike Frieza again, but once again the evil alien simply used his superior speed to avoid to attack.

"HAHAHAHAHAHAHAHAHAHA!" Frieza laughed. "We've done this dance already and you all simply can't keep up! Why bother?!"

"WE'LL NEVER GIVE UP UNTIL YOU'RE NOTHING MORE THAN HISTORY!" Fluttershy screamed.

The princesses watched from a distance.

"I don't think I've ever seen Fluttershy with that level of ferocity!" Princess Luna said. "It's like as if pure rage took her over!"

"Fluttershy is normally a very loving caring soul, and it takes quite a lot for her to be pushed to such limits, but if anypony messes with her friends, a dark day will be heading their way." Princess Celestia said.

As the Mane Six continued chasing after the incredibly fast Frieza...

"You fools could barely withstand me using virtually no power at all!" Frieza said. "Let's see how your little forcefield handles me now that I'm at 50%! And I'll aim for that cute little angry face." Frieza said as he pointed at Fluttershy who was using her famous Stare with fire in her eyes!

Discord though incapacitated, was somehow able to still hear what was happening. His wounds nearly instantly healed, and he teleported to the destination of the fight.

"Die." Frieza said as he prepared to obliterate the Mane Six, but Discord suddenly grabbed Frieza from behind and grabbed him with his giant hand!

"WHAT THE?" Frieza said. "NOOO! YOU WERE NEARLY DEAD! RRGGGG... LET GO OF ME!"

"YOU... WILL... NOT... HURT... FLUTTERSHY!" Discord screamed as his hand began to catch on black fire.

"AUGHHHHHHHHHHHHHHH!" Frieza screamed out as his body began to burn once more!

"NOW'S OUR CHANCE!" Fluttershy screamed.

And in unison, the princesses (albeit from a distance) and the Mane Six shot the biggest arcane blast yet, heading straight for Frieza as Discord held the alien in his hand. Frieza desperately struggled to escape, but was not at the necessary power level to escape very quickly.

"nononononoNONONONONO! AGHHHHHHHHHHH!" Frieza screamed as the magical blasts FINAL hit their intended target!

"AUGHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH...!" Frieza screamed in agony, as the magical blasts continued to consume the mighty alien. The blast though incredibly powerful, also looked very beautiful. It was combination between that of a large rainbow and exotic colors from the princesses. They mixed and swirled into one another as they both worked in unison to bring down the mighty tyrant known as Frieza.

The blast lasted about two minutes before expanding onto ALL of Equestria! All of Equestria that had been damaged had been repaired. Lives that had been taken away by Frieza had somehow been restored by the power of the Elements of Harmony! It seemed as though balance and harmony had finally been restored, and that the evil alien known as Frieza was finally over!

The Mane Six's magical forcefield had dissipated along with the Elements of Harmony's magic, and they descended onto the ground.

"It's... it's over." Princess Luna said as she fell onto the ground exhausted and relieved.

"Yes sister." Princess Celestia said. "I do believe that this battle is over. Our loyal subjects have once again conquered incredible odds and saved all of Equestria from such evil. There's no reward big enough I could give them."

"No matter how dark and gloomy things may seem, good and justice will always prevail!" Zecora said barely able to contain herself with excitement and relief.

"Discord!" Fluttershy yelled out as she ran towards the unconscious spirit. "Can you hear me? Speak to me!"

Discord regained consciousness, but barely.

"I'm... I'm fine... now that you're here... that you're all here. We...we won... didn't we?"

"Yeah... we sure did." Fluttershy said.

"I just need some rest is all." Discord said. "That little treatment you and your friends did took a lot out of me, but it also got that awful Alicorn Amulet off of me." Discord said as he pointed at the dreaded amulet right next to him. "I thought I would have been returned to stone, but I did it for you guys."

"The Element of Harmony only turned you into stone because you were evil... previously." Princess Celestia said. "The elements know what's in your heart. And although I knew you changed, this is probably the biggest change I've ever seen. I commend you Discord."

And with that, Discord bowed to Princess Celestia.

However this moment proved to be short lived. As Zecora saw a humanoid figure lying on the ground far away from Discord.

"Hey everypony!" Zecora said. "Call me crazy, for I see yellow! It's right over there, looking fierce and mean!"

"What?" Everypony said in unison. They looked at Zecora's direction and saw indeed what she had seen.

"FRE...FRIEZA!?"

It was indeed Frieza. But this wasn't the same Frieza they had fought before. This Frieza looked different than before. Not too much different than his final form, but two aspects had changed. His color, and more importantly, his power.

"I sure hope that you're happy for forcing me to do this!" Frieza said. "That attack of yours would have critically injured me, heck maybe even killed me if I didn't do this at the last moment! But it doesn't matter, because now all of you have to deal with a GOLDEN SURPRISE!"


	9. ALL OR NOTHING!

Chapter 9! ALL OR NOTHING!

"Wha... what is this tremendous... pressure I'm feeling sister!?" Princess Luna said.

"The very air itself feels like it's being shoved down!" Pinkie Pie shouted.

Princess Celestia and Princess Twilight had looks of utter fear on their faces, as they knew they were practically out of options.

"WHAT ARE WE GOING TO DO NOW?!" Rainbow Dash screamed. "HOW CAN WE BEAT SOMEPONY WITH THAT MUCH POWER?!"

"I probably didn't need to transform but judging from your little plan and how much that Alicorn Amulet boosted your friend there, I didn't want to take any chances. After all magic seems to be more unpredictable than what I had originally thought." Frieza said.

"YOU SHOULD HAVE BEEN TURNED INTO STONE!" Discord shouted. "HOW IN THE WORLD COULD EVEN YOU STILL BE TALKING?!"

"HAHAHAHA!" Frieza laughed. "In this form, I doubt even with that amulet you could even so much as move me! You could wear 10 of those things and you would still be no challenge to me whatsoever. Can you all believe that even now that I'm still not even using my full capabilities? I probably won't even need to..."

Discord then turned his attention onto the Mane Six and the princesses as Frieza continued talking.

" You're going to have to find a way to deal with this alien while I buy some time. I do have one thing left that could probably work, and I also have a last ditch plan if I can't get rid of him... AUGHHH!"

"DISCORD!" Fluttershy screamed, as Discord had been shot in the back with Frieza's death beams!

"HEY! DON'T IGNORE ME!" Frieza said angrily. "I SHOW YOU ALL WHO I TRULY AM AND YOU TURN YOUR BACK ON ME?! THIS I WILL NOT TOLERATE FROM ANYONE OR ANYTIME!"

Discord laid where he had fallen, but thankfully because of his spiritual physiology, didn't die, but he was bleeding heavily.

"LEAVE HIM ALONE YOU ROTTEN PILE OF BILE!" Fluttershy yelled, and she began to run towards Frieza, but was stopped by a magical force keeping her in place.

"Fluttershy I know you're upset but you're running right to your grave!" Princess Twilight Sparkle said.

"Listen to your friend." Frieza said. "Although it doesn't matter because you're all about to become dinner time! HAHAHA! Pony Shish Kabob anyone?!"

Fluttershy looked angrily at Frieza, but knew deep down she stood no chance.

"Fluttershy... I'm fine." Discord lied.

"Listen... everypony..." Discord said as his body began to regenerate. "I... I may not come back home after all of this is over. Frieza wants the Alicorn Amulet and after whatever he just did, I just can't stop him. I can however..."

Discord then used his magic to surround the Mane Six and the princesses with a sphere of greyish looking energy.

"Hmmm?" Frieza said as he looked from a distance.

"What is this Discord?" Rarity said. "I feel kinda cold... and... what is this?"

"I'm moving... but I feel like I'm just sitting down!" Applejack said.

"I must admit, even I don't know what sort of magic this is." Princess Celestia said.

"That's... that's to make sure you're not detected by Frieza."

"WHAT?!" Frieza said. "HOW DID HE...?"

"It's all in your hooves now everypony." Discord said. "I'll buy as much time as I can, but it's your responsibility to destroy this slimeball at all costs!"

"But.. we.. we can't just leave you here." Fluttershy said. "He just got more powerful than before, and you're just going to...?"

Discord looked Fluttershy straight in the eyes.

"Fluttershy... I... just want to let you know... that I love you."

Fluttershy's eyes began to fill with water, and she embraced the chaotic spirit.

"I love you to Discord." Fluttershy said.

Followed by the entire Mane Six, Zecora, and the princesses.

"I grow tired of this sentimental downpour. Time to get rid of all of you for good. I've wasted enough time with you all anyway." Frieza said.

Frieza shot a ki blast onto the group, but before the blast could connect, Discord had teleported them back to Ponyville, and Discord had barely managed to avoid the blast.

"Huff... Huff." Discord went.

"Before I kill you, I must ask. How did it feel being so enriched with unimaginable power from the amulet?" Frieza asked.

"I'll admit. I kinda liked having the strength to topple entire worlds and give you a hit or two, and while I obviously am no match for you, there's still a trick I have up my sleeve!"

"Oh and what that might be?" Frieza said as he walked towards Discord.

Discord then teleported the Alicorn Amulet right back into his hands.

"Is your plan to give that delightful amulet to me? Hehehehehe." Frieza said. "And I've been over this. Even with that amulet, you can't hope to beat me."

"Oh just wait. You're going to LOVE this!" Discord said, and the chaotic spirit vanished into thin air.

"What the?!" Frieza thought to himself. "Now I can't sense where he is either! I also cannot sense where the Alicorn Amulet is! What could that stupid reality bending freak be attempting to do this time?!"

Discord then teleported right back to his original location.

"Done and done!"

"What have you... where's the amulet?!" Frieza said.

"I'll tell you where it's not! It's no longer existing within this dimension!"Discord said. "You may be powerful, but I'm positive that you can't travel to other realms! HAHAHAHAHAHA!"

Frieza's blood began to boil upon hearing this, and he slowly walked towards Discord nearly crippled by rage.

"I know that I'm in for it now, but you're going to LOVE the next part!" Discord said.

"The only thing I'm going to love is ripping you apart, and wait for you to heal, so I can RIP YOU APART AGAIN! I'LL MAKE A BATH OUT OF YOUR BLOOD! DO YOU HEAR ME!?" Frieza screamed.

Before Discord's mind could even process it, Frieza had punched him in the torso which quite literally exploded his entire body leaving nothing but blood. Luckily that wasn't enough to finish the chaotic spirit, but it was able to cause immense pain.

The blood and splattered body parts began to reform back into one Discord, who was covered in wounds that just weren't able to heal properly, and he was in tremendous pain and on the ground.

"GASP... GASP... WHEEZE...HUFF..." Discord breathed in agony.

"I have to hand it to you. Even in my current state, you still are able to cheat death. Well let's see if you're able to come back..."

Frieza extended his hand and prepared a chi blast.

"WHEN EVERY ATOM IS INCINERATED!"

Discord said weakly...

"WAIT... wait... I... I can... give it back."

"Hmm?"

"You're... right. You win. I give up." Discord said. "And... I can give you the Alicorn Amulet if you want, but you'll have to..."

Frieza then stomped on Discord's right leg breaking it!

"AUGHHHHHHHHHHHHHHH!"

"I'll have to what? Suffer and die?" Frieza said. "You don't seem to get how this works! I get what I want at your expense! This isn't a deal. This is just taking. Plain and simple."

Discord was losing energy and fast, and at this rate, wouldn't have enough energy to use magic.

"I just put the amulet somewhere else that's all! But after our fight, I now don't have enough power to just give it to you within a blink of an eye! I can open up the portal where I sent it, but the rest will be up to you!"

Discord then used nearly the last of his remaining energy to open the portal, and not too far away, Frieza saw the Alicorn Amulet.

"I'm officially now out of energy." Discord said. "Please work!" Discord thought to himself. "Just walk right in, and take your reward..."

"And how do I know if that leads to a fake amulet?" Frieza asked. "Wait a minute... I'm sensing great energy emitting from it. Well it was nice playing with you. Once I've acquired this amulet, I'll make your death painful and agonizing. Sounds like a fair trade doesn't it? HAHAHAHA!"

Frieza then walked right into the dimensional hole that Discord had created. This dimension that Discord had accessed appeared to be universe with puppet like entities and the background being something out of an elementary school drawing. (Season 5. Episode 7).

"Ok... WHAT THE HELL IS THIS PLACE?!" Frieza shouted as he held the Alicorn Amulet in his hand.

"HI THERE!" A random rabbit puppet said to Frieza. "My name is..."

Before the puppet could answer, Frieza blew it up.

"No. Just no. The amulet isn't too far from here, and judging from Discord's condition, I should be able to take it and leave this ridiculous excuse of a world."

Discord laid in agony and exhausted, trying his best to muster up what magic he had left in his body.

"I... I have to... close the portal before he gets the Alicorn Amulet! But... I... I just... I'm tapped out of energy here... but... can't give up."

The Mane Six, Zecora, and the princesses watched through a crystal ball as Discord laid where he had fallen, and although nearly magically drained themselves...

"WE HAVE TO GET BACK!" Princess Twilight Sparkle screamed out. "THIS MAY BE OUR FINAL CHANCE! WE HAVE TO CLOSE THAT PORTAL!"

"That's easier said than done." Princess Luna said. "Opening and closing dimensional entries takes an enormous amount of magic and practice. In our current states, we'd barely be able to make a small opening!"

"Also Twilight, one wrong slip up can mean potential destruction for not just this dimension, but to another, or both. It would be their universe's physics and rules against our own! Unpredictable events can easily transpire if this fails! We could be allowing dangerous creatures to enter our world and we'd have another big problem! We're tampering with forces that make up the very fabric of reality and existence itself!" Princess Celestia said.

"AND THEN OUR SHOW WILL BE CANCELLED FOREVER! NOOOO!" Pinkie Pie screamed, in which Zecora looked at her with a confused look.

"I KNOW!" Princess Twilight Sparkle said. "But if we don't do something soon, everything as we know it will be history!"

Princess Twilight Sparkle however was very much depleted, and barely had enough power to take them all to the Everfree Forest. She showed heavy effort in trying to teleport, but it just wasn't working.

"Maybe I could take us." Princess Celestia said.

She then tried to teleport everypony to the battle, but quickly found out that she to was pretty exhausted, especially after putting everything she had into that arcane blast earlier. Princess Luna and Princess Candance themselves also tried, but met a similar result.

"THANKFULLY THIS IS WHERE I COME IN!" Rainbow Dash said. "I can't use magic, but I sure as hay can take the four of you there!"

"Are you sure?" Princess Luna said in concern. "You to also look pretty exhausted."

"When it comes to flying, Rainbow Dash NEVER backs down from a challenge!"

"While I may not be on the level of Twilight, Princess, Celestia, or the others, I think it's worth a shot that I may add in some use. And right now, stopping this villain is all that matters. I'm in!"

Princess Celestia smiled, seeing everypony giving it their all against all odds, giving their every bit of energy and breath to take on this powerful foe. It was quite astonishing and a memorable moment for Equestrian history.

"Well what are we waiting for?! Let's do this!" Rainbow Dash said.

In the puppet dimension...

"Yeah I'll think I'll torture him for a couple of hours before I kill him." Frieza said angrily. "I can sense where the amulet is, but for some odd reason, it seems to be moving the closer I get. Like if it knows I'm after it! Discord must have used some stupid spell to allow it to do so! Grr... No matter. I'll get to it soon enough... if I can SURVIVE THIS STUPID EXCUSE FOR A DIMENSION!"

Frieza had enough. It was already bad enough he had to go fishing for his prize, but in a dimension where every lifeform was basically a puppet with extremely bizarre physics?

"Hey... calm down there Mr... uhhh... what's your name?" Said one of the puppet entities.

Frieza didn't respond, but instead with a wave of his hand OBLITERATED a large amount of area and split the planet into two halves.

"These things aren't even worth torturing! Back to work..."

In the Equestrian dimension...

Rainbow Dash had managed to deliver the princesses and Rarity to the Everfree forest, but couldn't put them to Discord's exact location due to exhaustion.

"I'm... sorry everypony, but I... I just... ugh." She gasped.

"It's fine my loyal subject." Princess Celestia said. "You did all you could, now we will take it from here... hopefully."

And so, the princesses and Rarity began to head towards Discord's location.

As Discord laid where he had fallen, he desperately tried to use what little magic he had left to close the portal, but with each attempt to use magic, the strain proved to be too much and he would stop.

Minutes later...

"DISCORD!" Everypony shouted. "It's ok. We're here to help you!" Rarity said.

"You... all... have... to... get... out... of... here..." Discord said weakly and breathing heavily. "I'll... close... the portal!"

"We know. If we can't beat him, we may be able to trap him. I just feel bad for the inhabitants in the world he's in." Princess Twilight Sparkle said.

"Nothing... to... worry about." Discord said. "That... dimension... isn't really... alive for lack of a better term."

"Well anyways let's all do this!"

In the puppet dimension...

"I KNEW IT!" Frieza said as he witnessed the Alicorn Amulet literally flying away from him. It even made spitting noises similar to that of mocking.

"I'm reduced to having to chase after this like a child running after a rolling ball."

Frieza then used his psychokinesis to grab the moving Alicorn Amulet, and brought it to him.

"FINALLY!" Frieza screamed out. "Now all that's left is to get back to the entrance and out of this stupid dimension! Wouldn't want to put this on without an audience now wouldn't I?"

What Frieza didn't realize however...

The princesses, Rarity, and Discord grunted, breathed heavily, and screamed as they used every bit of their magic, energy, and will in their desperate attempt to seal the dimensional portal. Though nearly completely exhausted, 1/3 of the portal had been closed!

"COME ON EVERYPONY! WE CAN DO THIS! PUSH! PUSH! PUSH!" Princess Luna screamed out.

"RRRRGGGGGGG... GAHHHHH...! CLOSER...CLOSER... EVER SO CLOSER...!" Princess Candance said.

"IF THERE'S ANY DOUBT OR RESTRAINT IN YOUR MIND... DESTROY IT! THIS IS LITERALLY ALL OR NOTHING!" Princess Celestia said.

"Hmm... I don't know why but something feels a bit strange." Frieza thought to himself. "It's like something is gradually leaving..."

Discord for a few moments had ceased his efforts in closing the portal, as he was too depleted to use anymore magical reserves.

"I... I'm all out of power." Discord said weakly. "I'm...I'm..."

"WE CAN'T GIVE UP NOW! WE'RE...SO...CLOSE... I CAN FEEL IT!" Rarity said. "AFTER ALL... THIS... WE CAN ALL GO HOME! NOW LET'S KEEP THIS UP AND STOP THAT VILE ALIEN FOR GOOD!"

Discord breathed in hard taking in several huffs of air. After a few seconds, he once more put in effort into closing the dimensional portal.

"WE WILL WIN THIS! YOU HEAR ME EVERYPONY?!" Princess Celestia screamed out. "THIS BATTLE IS OURS!"

With a lot of effort and spirit, the group managed to close nearly half of the portal!

"Something's not right." Frieza said, and he began to head back towards the portal. "Is it me or am I slowly losing those pests energy signals?"

"He's… he's coming back!" Discord said as large veins were present on his head and his eyes barely open. "Can't… let… him… escape."

"DON'T WORRY!" Princess Twilight Sparkle shouted. "WE'RE GOING TO MAKE SURE OUR ALIEN FRIEND HERE STAYS ON AN INDEFINITE TIME OUT!"

"PUSH PONIES PUSH!" Princess Celestia shouted, and after 5 seconds, the portal was more than 75% closed, but shortly after, everypony's magic….

"AUGHHHHHHHHHHHH!" Rarity screamed. "I'M ALL OUT OF POWER!"

The next pony to putter out…

"GASPS! OH NO!" Princess Candance shouted. Her horn was no longer working and she was breathing very heavily, and quickly fell onto her side.

Followed by…

"NOOOOOOOOOOO!" Princess Luna shouted before falling onto the ground with her horn's magic fizzling out incapacitated.

And finally…

"NO… NOT YET… DON'T GIVE OUT ON ME NOW!" Princess Celestia screamed. She tried once more to use more magic, but to no avail, and slowly but stubbornly fell unconscious.

"CELESTIA NO!" Princess Twilight Sparkle said as she to appeared to reach her limits!

"WE CAN'T… STOP YET! JUST A LITTLE LONGER AND FRIEZA WILL BE TRAPPED FOREVER!"

Discord then completely stopped using any effort at all, as he had went well over his limits and beyond. He was covered in his own blood and sweat, and all of his energy had been used up.

"It's… all in your hooves now… Twilight. Stop him…." Discord said as he slipped into unconsciousness from exhaustion.

Princess Twilight Sparkle was extremely close to passing out, but knowing that the fate of all of Equestria rested on her shoulders, she stood firm. Little by little. Very gradual and slow, yet painful and exhausting, she used every bit of her magic and energy and beyond.

Frieza then realized…

"WAIT A MINUTE! I KNOW WHAT THOSE ANIMALS ARE DOING! THEY PLAN TO LOCK ME IN HERE FOR ALL OF ETERNITY!"

Frieza then began to pick up the pace.

"I HAVE TO GET BACK TO THE ENTRANCE BEFORE I'M STUCK IN THIS DUMB DIMENSION FOREVER!"

The portal was surprisingly close to being closed reaching 95%, but Frieza was gaining and fast.

"YOUR STUPID TRUMP CARD WILL NOT WORK ON ME! DO YOU ALL HEAR ME YOU WORTHLESS ANIMALS!?"

Princess Twilight Sparkle had reached well over her limit, and her vision began to slowly fade, and her horn stopped putting out any magic.

"WHAT!? NO!" She shouted. "NO! I CAN'T LET...this… happen….". Princess Twilight Sparkle then fell onto the ground nearly falling unconscious.

Her entire life began to flash before her eyes. Every bit of it up until this moment. Her mind then began to show future events of what would happen if Frieza had won. Everypony that resisted the tyrant were quickly killed. It wouldn't be long after all of Equestria was taken over, and then the next planet, and then the next, until Frieza once again would regain his lost empire. And with no force powerful enough to stand up to him, the entire universe would fall under the rule of the almighty Frieza!

The screams Twilight heard were the screams of the innocent. Her friends, her family, and all of the citizens of her world. Everything was now up to her. Though completely drained, broken, scared, this had to be done. Even if it meant giving her own life to save everypony.

After 15 seconds that felt like it lasted an eternity, Princess Twilight's Sparkle eyes awoken. She quickly jumped back onto her feet. Her eyes looked absolutely fierce and began to glow red. Her horn began to glow lightening bright, and she said…

"It's… all on me…. It's all on me…. IT'S ALL ON ME!"

The dimensional portal then went from 95% completion, to 98%!

Frieza then saw entrance, and quickly flew into the entrance!

"I'M SO CLOSE! I REFUSE TO STAY IN THIS TRASHEAP FOR THE REST OF MY DAYS!"

"REFUSE ALL YOU WANT YOU GARBAGE!" Princess Twilight Sparkle shouted, and at the very last moments, one could see an alien flying towards a closing hole. At this close of a moment, even high tech cameras wouldn't be able to catch this moment. Did Princess Twilight manage to close the portal in time, or did the evil alien manage to fly out and lay waste to them all? The immense pressure from both parties caused a small shockwave and causing debris and dirt to fly everywhere.

When everything cleared up, Discord opened his eyes to see an unconscious Princess Twilight Sparkle along with rest. The portal had been closed, and there were no signs of Frieza whatsoever. It had been done. Frieza was now trapped. The ponies had won.

If Discord had any energy left, he would be screaming for joy, but settled with a thumbs up, and fell right back into unconsciousness.

Princess Celestia managed to get back up albeit barely, and walk towards the unconscious lavender princess.

"You… did it… Twilight. I… am… so.. Proud… of you."

Princess Luna then regained consciousness, and saw no signs of the evil tyrant.

Rarity also regained consciousness and slowly began to walk towards the lavender pony.

"Hahahaha…. HAHAHAHAHA!" Princess Luna laughed. "We actually won… I can't believe it… sighs." As Luna laid where she had fallen still in a state of disbelief and awe.

"TWILIGHT!" The remaining Mane Six shouted in delight as they ran towards her.

The lavender princess then awoke to see herself surrounded by all her friends.

"We… did it…" She said. "We… won.. Hahaha."

"OHMYGOSHOHMYGOSH!" Pinkie Pie screamed in delight. "I SAW THE WHOLE THING! YOU WERE ALL GIVING IT YOUR ALL AND RARITY WAS THE FIRST TO PASS OUT AND THEN PRINCESS CANDANCE AND THEN PRINCESS LUNA AND PRINCESS CELESTIA AND THEN YOU PASSED OUT BUT GOT BACK UP AND OH MY GOSH, I CAN'T BELIEVE WE WON!" Pinkie Pie said extremely fast while bear hugging everypony all at once!

Meanwhile...

"NOOOOOOOOOOOOOOOOOOOOOOOO!" Frieza screamed in rage!

"WHY!? WHY!? WHY?! AHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!"

Frieza had gone completely berserk. The very planet he was standing on began to crumble, but the evil alien didn't care. The puppet like entities fell through the cracks as the magma claimed their lives. The core quickly was failing, and within seconds, the entire planet exploded, leaving Frieza floating in a weird child like drawing of space.

Frieza still clenched onto the Alicorn Amulet, filled with complete fire that his vanity had went against him once again.

"I… WAS… SO… CLOSE… AND I LET IT SLIP THROUGH MY FINGERS ONCE AGAIN! WHAT AM I?! AN INCOMPETENT IDIOT!? RGGGGG….."

But then, Frieza's rage began to leave him.

"I still have this." Frieza said. "I truly hope that this amulet works on me. I've worked too hard to obtain my prize. If this doesn't give me great power, I'll go around KILLING EVERY PLANET IN THIS GOD FORSAKEN DIMENSION! AND IT WOULD BE ALL THEIR FAULT FOR LOCKING ME IN HERE!"

Moments later, Frieza put the Alicorn Amulet onto his neck, and finally, the moment of truth.

"Hmmm… I… I… I LOVE THIS FEELING! HAHAHAHAHAHAHAHAHAHAHA!" Frieza laughed as his body began to surge with magical energy! His eyes glowed completely red as he continued to laugh and shake. Frieza's body then began to emit a dark aura like glow, and lightening went in random directions.

The Alicorn Amulet is well known for giving the bearer great power, but at the cost of them becoming evil and corrupted as time goes on, but with the bearer being Frieza, a strange symbiotic relationship seemed to occur. The Alicorn Amulet began to change from red to black, and the pony symbol changed slightly, with the Alicorn symbol growing another horn symbolizing that of a devil.

The power that Frieza received was vastly superior to that of any other bearer combined in all of Equestrian history. Frieza's already truly evil nature tapped into large potentials deep within the Alicorn Amulet, and the experience was absolutely maddening, easily surpassing that of a strong adrenaline rush.

"I… HAVE ALL THE POWER IN THE UNIVERSE!" Frieza screamed. "HEHEHEHEHE…. AHAHAHAHAHA… DID YOU FOOLS REALLY THINK YOU'VE STOPPED ME!? YOU'VE ONLY DELAYED THE INEVITABLE!"

The now magic powered Frieza extended his hand, and with little focus, managed to quickly open a dimensional portal, which led right back to Equestria.

"GASPS!" Everypony went, as they sensed a darker force than before!

"Wait… no! IT CAN'T BE!" Zecora shouted.

Seconds later, the Mane Six, the princesses, and Zecora all witnessed, the invincible golden, and now magical Frieza!

"Now where was I?" Frieza said. "Oh I remember. I nearly forgot to kill all of you!"


	10. End of all Hope?

**Chapter 10. End of all hope?**

Sorry for the wait guys. I've been going through stupid personal crap that has finally been resolved and I had a minor case of writers block and I'm working on other projects (non fanfiction). This chapter is intentionally short to give me more room for the next chapters. I also plan to make alternate endings to this story. Anyways I hope you all enjoy this chapter!

 **The Mane Six, the princesses, Discord, and Zecora stood in absolute shock. They had absolutely no idea that the Alicorn Amulet would even give Frieza magical abilities (along with its immense extent), and the fact that he actually had been able to escape being trapped in an entirely differet dimension! It looks like for our furry friends, all of their luck ran out, as Frieza had finally obtained what he was seeking, making him truly the most powerful being in the universe.**

"HAHAHAHAHAHA!" Frieza laughed. "Before I begin the process of slowly killing you all, I just want to ask one question. Did you ever think any of you actually had a chance in stopping me? This form you see here... I could have done this any time from the start! Although with the amount of time I've wasted in this dump, I probably should have done just that."

Princess Celestia then said...

"Whether we had a chance or no chance at all, nothing can stop our will to protect this world against the forces of darkness. Equestria has been through the abyss and back numerous times, and every time, no matter how grim it may seem, good always manages to triumph over..."

Before Princess Celestia could finish, Frieza shot her with a death beam striking her left lung!

"AUGHHH!" She screamed as she quickly lost balance and fell to the ground bleeding heavily, and just as quickly lost consciousness.

"CELESTIA!" Everypony yelled and ran towards to rainbow Alicorn.

"I'm sorry I just couldn't hear another reduntant unoriginal speech from a talking magical horse. You can't even count the amount of times I've heard such nonsense from so called heroes. At least her death was rather quick. I wish I could say the same for the rest of you."

"TIA!" Princess Luna shouted. "TIA! PLEASE! WAKE UP! DON'T YOU DARE DIE ON US!"

"WE'RE RIGHT HERE CELESTIA!" Princess Twilight Sparkle shouted. "PLEASE... JUST HANG IN THERE! IT WILL ALL BE..."

Princess Celestia then regained consciousness, but coughed up blood which poured down her jaw and onto her chest. She could barely breathe, but she spoke anyways.

"I... am... so proud... that... despite not being... able to win this... each and everypony... gave it their absolute all... and... even though... Frieza's won for now... I believe... that one day... somepony... will come along and defeat him... and like always... good will always win against..."

Before Princess Celestia could finish her sentence, another beam was shot hitting Princess Celestia right into her chest!

"...evil."

"Princess Celestia... no...". Princess Twilight Sparkle said with tears in her eyes. "NOOOOOOOOOOOOOO!"

"I'm usually not the type to go back on my promises, but I absolutely refuse to hear another useless speech from a talking magical horse. Consider that the closest thing of a gift from me. A fast demise."

"You... COLD BLOODED... DEMENTED... DEMONIC... PILE OF TRASH!" Princess Luna shouted, and seconds later flew at Frieza in a rage.

"Luna NO!" Fluttershy shouted, but it had been too late, and just as quickly, dropped to the ground with her wings and horn torn off!

"Don't think that by provoking me will change the outcome of how you'll die." Frieza said with blood on his face, which was licked off.

Princess Luna struggled to get up, but the pain and lack of energy was too much for her to bear, and she fell right back to the ground.

"I...won't...let... my sister's... demise... be in..."

Before Princess Luna could continue, another beam went right through the night Alicorn's body. In a strange way, it luckily hit her in her cartoid artery.

"GAAAAACKKKK! SPLURGGG HAUGGGHH!" Princess Luna went as the blood rapidly poured out of her body as she tried to speak and scream. She pressed hard against her wound, but as quickly as it had happened, Princess Luna along with her sister expired.

"Darn! I meant to hit your stomach! Oh well. Who's up next for target practice?" Frieza said.

"...run... everypony..." Discord said very weakily.

"A VOLUNTEER!" Frieza said with joy.

 **Princess Twilight Sparkle could only watch as her friends stubbornly looked death in the face and fought anyways. She was completely exhausted from closing the dimensional portal, and emotionally/mentally destroyed after seeing her mentor and her sister Princess Celestia and Princess Luna die a horrible death. Discord was being brutally tortured. Starting with his horns being torn off, his arms torn off, and his legs crushed by Frieza.**

 **Applejack and Rainbow Dash despite having no chance rushed Frieza in a blind rage, only within seconds to have their hooves violently torn off and their ribs were broken. Fluttershy normally in a hostile situation would attempt to deliver her famous STARE ability, but witnessing the horror and knowing that she had no chance, she fainted from the shock, but was forcefully woken up by the evil tyrant and brutally tortured via beams shot into her wings!**

 **Princess Twilight Sparkle barely had the energy to stay conscious. It all looked like a blood nightmare. She hoped and hoped it was all a nightmare. The whole world wasn't even clear to her perspective due to the lack of energy and shock. Tears poured down her eyes as she saw her friends getting slaughtered in ways she could never fathom. She banged on the ground until the rest of her remaining energy completely sapped, and she was nearly out cold.**

"wake up Twilight..." She said to herself. "wake up..."

"Hehehehehe...HAHAHAHAHAHAHAHA!" Frieza laughed as he looked onto the mess he had made.

There was blood literally everywhere. Body parts in random directions. A complete disgusting red paste everywhere. Even Discord had finally died, for even his regeneration wasn't enough to save him from the golden magical terror. Princess Candance's body wasn't even recognizable. Her pink body resembled that of a completely charred skeleton, and the skeleton had holes throughout the entire body. One of which was through the pelvis. Rainbow Dash was nowhere to be found... in one piece anyways. Only a few feathers could be seen, as her body was vaporized after Frieza had his fill with her.

There was only one survivor and one more pony to fry, and that was Twilight Sparkle.

"sniffles...sobs...why...?"

"Oh don't be sad about your friends, because wherever they are, YOU'RE about to join them! I'll kill you quickly since you managed to nearly trap me in that stupid dimension."

Frieza then appeared in front of the helpless nearly unconscious Twilight.

"Don't be so hard on yourself." Frieza said after visibly seeing the lavender pony cry. "Your world just isn't used to threats like me. Even where I'm back from, I was one of the most powerful beings in the this story were told anywhere, they would consider this to be a major mismatch, but nothing in life is fair."

Frieza then prepared to shoot Princess Twilight Sparkle in the head with a death beam.

"But the one thing that is fair, and a gift I give freely..."

'sobs...sniffles...' went the lavender princess.

"...is DEATH!"

 **As Frieza's death beam was about to hit its target...**

 **BOOM!** A big sound went. The next thing Princess Twilight Sparkle saw was Frieza being knocked through a mountain and exiting it from the other side!

The evil tyrant quickly shot back up with fire in his eyes!

"YOU'LL PAY FOR TH...WHA... HOW... WHAT THE?!"

Frieza couldn't believe who he was seeing. In fact it wasn't just one individual either. This was no pony. This was no reality bending spirits...

"ARE YOU SERIOUS KAKAROT!? WE'RE WASTING PRECIOUS TIME THAT WE COULD BE USING FOR TRAINING TO COME SAVE A PLANET RAN BY ANIMALS?!"

"Oh calm down Vegeta! After all it is our fault that Frieza's still alive in the first place! We're responsible for the crimes he's committed here! After all Whis did say earlier that he had a unique task for us earlier hehe."

"Grrr... This world is so pathetic, why would Frieza even choose a place like this to conquer?!"

"VEGETA? GOKU?" Frieza said baffled. "HOW DID THE TWO OF YOU GET HERE?!"

"Pardon me but you're forgetting someone very important." A deep dominating voice went. Frieza turned around and saw two more people, but these weren't just anybody.

"WHAT THE... LORD BEERUS?!"

"Oh I see that you didn't forget to call me lord this time!" Lord Beerus said flying next to Whis as they both ate apple fritters and drinking apple cider while pegasus ponies held more in their hooves shaking in fear and in awe!

"YOU... YOU'VE ALL COME TO INTERFERE WITH MY PLANS?!" Frieza said nervously.

"Oh don't get the wrong idea." Lord Beerus said. "I don't care one bit about this silly planet or this dimension for that matter at all. If not for the ponies hospitality and great food, I'd probably destroy it myself."

The pegaus ponies gasped upon hearing this but tried their best to keep their composure.

"Oh relax. I was only kidding." Lord Beerus said as he finished his cider. "Or was I?"

The pegasus ponies gulped hard.

"Lord Beerus and I had a disagreement earlier about our dessert. He threw a temper tantrum and randomly destroyed quite a large star. The force of the explosion was so powerful that it became a black hole and took you to this lovely dimension." Whis said and he took another bite from an apple fritter."

"I'm personally not one to judge another life form's morality, but this is a great oppurtunity for Goku and Vegeta to both work together to defeat an enemy. Especially after you received tremendous power from that amulet."

"Don't worry Frieza." Lord Beerus said. "I won't interefere with whatever plan you have. Whether you win or lose, I'm leaving this place regardless of the outcome, but handle your business AWAY from my food or I'll be forced to CANCEL this little training regiment..."

Frieza normally would have cowered in fear and flee from the mighty Lord Beerus, but with his newfound power, he didn't feel entirely intimidated.

"Very well." Frieza said, and he flew back to where Goku and Vegeta where located.

"Wha... what... who... who are you?" Princess Twilight Sparkle weakily asked both Goku and Vegeta?

"I wish we had the time to explain it all, and when this is all over, you'll get all the answers you need, but now's not the time. Here.."

Goku then pulled out a senzu bean.

"Eat it. I promise that we're here to help. We know all about Frieza."

Princess Twilight Sparkle then ate the senzu bean, and to her surprise, her body was back to full health and energy! Her stamina and magic had returned to her instantly! She then jumped into the air completely shocked at what was going on.

"What just... what was... what on..."

"Just get somewhere safe and leave." Vegeta said very impatiently.

"Right!" Princess Twilight Sparkle said and ran off to a safe distance.

"HAHAHAHAHA!" Vegeta laughed as he walked towards Frieza. "Really Frieza?! Out of all of the planets in this dimension, you chose to start over with this one?"

"RGGGG... SHUT UP!" Frieza scremed.

"And your power level hasn't changed at all since our fight on Earth and I'm much stronger than before. And here Whis is wasting our time saying that me and Kakarot have to fight you together. This won't take long at all."

And with that, Vegeta transformed into Super Sayain Blue!

"Hey wait Vegeta!" Goku said. "Don't start without me!"

And Goku to became a Super Sayain Blue.

Frieza giggled to himself. "It looks like these monkeys have no idea what they're dealing with now." He thought to himself.

"If you really think that I'm the same as before then you really have no chance at winning this fight. As irritating as it is for you monkeys to follow me, at least I get another chance of finishing what I should have done decades ago!"

As both Goku and Vegeta turned Super Sayain Blue, nearly all of Equestria felt the same pressure they had felt earlier from Frieza, only this felt a bit different. Neither of it was mavelont, but they both held an immense amount of power that weighed down the very air, and arose questions on what true power truly was.

"My lord, Frieza's power is awfully frightening with that amulet he's wearing but Vegeta remains confident that he can defeat Frieza alone, and knowing Goku he's likely thinking the same. How long do you give them before they finally realize that the only way they can win is together?"

Lord Beerus then finished yet another apple cider drink.

"I'd say somewhere between very soon and never but this fight will be interesting nonetheless.


End file.
